<PAGE>

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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-K

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1998

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______TO______

                          COMMISSION FILE NUMBER:0-9160

                            INTEK GLOBAL CORPORATION
             (Exact name of Registrant as specified in its charter)


                      DELAWARE                             04-2450145
              (STATE OF INCORPORATION)                  I.R.S. EMPLOYER
                                                     IDENTIFICATION NUMBER

                  99 PARK AVENUE                              10016
                   NEW YORK, NY
         (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)            (ZIP CODE)

       Registrant's telephone number, including area code: (212) 949-4200

        Securities registered pursuant to Section 12(b) of the Act: NONE

           Securities registered pursuant to Section 12(g) of the Act:
                           COMMON STOCK $.01 PAR VALUE
                              (Title of Each Class)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve months, and (2) has been subject to such filing
requirements for the past 90 days.
                                   Yes   X    No
                                      -----    -----

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [ ]

As of December 18, 1998, the aggregate market value of voting stock held by
non-affiliates was approximately $19,375,874. The number of shares outstanding 
of the Registrant's Common Stock was 42,303,038 as of December 18, 1998.

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<PAGE>



                       DOCUMENTS INCORPORATED BY REFERENCE

     Portions of registrant's Definitive Proxy Statement to be filed with the
Commission pursuant to Regulation 14A in connection with the 1999 Annual Meeting
are incorporated herein by reference into Part III of this Report. Such proxy
statement will be filed with the Securities and Exchange Commission not later
that 120 days after the Registrant's fiscal year ended September 30, 1998.


                                      2
<PAGE>

INDEX
<TABLE>
<S>                                                                                                              <C>
PART I............................................................................................................5
   Item 1.   Business.............................................................................................5
     Forward-Looking Statements...................................................................................5
     Introduction.................................................................................................5
     Business Strategy............................................................................................6
     Business Acquisitions and Significant Items..................................................................6
     Wireless Communications Industry.............................................................................7
        General...................................................................................................7
        LMR.......................................................................................................8
        SMR.......................................................................................................8
     LM Research and Development..................................................................................9
        Benefits of LM Technology.................................................................................9
        Benefits in an SMR System.................................................................................9
     SMR Systems Management and Operation.........................................................................9
     Equipment Distribution......................................................................................10
        LM Related...............................................................................................10
        Non-LM Related...........................................................................................11
     Manufacturing...............................................................................................11
     Patents, Trademarks and Trade Secrets.......................................................................11
     Competition.................................................................................................11
        Technology...............................................................................................12
        SMR Systems Management and Operation.....................................................................12
        Equipment Distribution...................................................................................13
        Manufacturing............................................................................................13
     Government Regulation.......................................................................................13
        United States............................................................................................13
        International............................................................................................14
     Risk Factors................................................................................................14
        Risk of Uncertain Market Acceptance......................................................................14
        Competing Services.......................................................................................15
        Supplier Risk............................................................................................15
        Dependence on Government Regulation......................................................................15
        Need for Additional Capital..............................................................................15
        Control by Majority Shareholder..........................................................................15
     Employees...................................................................................................15
   Item 2.   Properties..........................................................................................15
   Item 3.   Legal Proceedings...................................................................................16
   Item 4.   Submission of Matters to a Vote of Security Holders.................................................16
   Item 5.   Market for Registrant's Common Stock and Related Stockholder Matters................................17
     Market Price of and Dividends on the Registrant's Common Equity and Related Stockholder Matters.............17
     Recent Sales of Unregistered Securities.....................................................................17
   Item 6.   Selected Financial Data.............................................................................18
   Item 7.   Management's Discussion and Analysis of Financial Condition and Results of Operations...............19
     Overview....................................................................................................19
     Results of Operations.......................................................................................20
     Liquidity and Capital Resources.............................................................................26
     Effects of Inflation........................................................................................29
     Year 2000...................................................................................................29
   Item 7A.  Quantitative and Qualitative Disclosures about Market Risk..........................................30
   Item 8.   Financial Statements and Supplementary Data.........................................................30
   Item 9.   Changes in and Disagreements with Accountants on Accounting and Financial Disclosure................30
PART III.........................................................................................................31
   Item 10.  Directors and Executive Officers of the Registrant..................................................31

                                      3
<PAGE>


   Item 11.  Executive Compensation..............................................................................31
   Item 12.  Security Ownership of Certain Beneficial Owners and Management......................................31
   Item 13.  Certain Relationships and Related Transactions......................................................31
PART IV..........................................................................................................32
   Item 14.  Exhibits, Financial Statements, Schedules and Reports on Form 8-K...................................32
</TABLE>

                                      4


<PAGE>


                                     PART I

ITEM 1.  BUSINESS

FORWARD-LOOKING STATEMENTS

     Certain matters discussed herein may constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995 and
as such may involve risks and uncertainties. These forward-looking statements
relate to, among other things, expectations of the business environment in which
the Company operates, projections of future performance, perceived opportunities
in the market and statements regarding the Company's mission and vision. The
Company's actual results, performance, or achievements may differ significantly
from the results, performance, or achievements expressed or implied in such
forward-looking statements. For discussion of the factors that might cause such
a difference, see "Item 1. Business - Risk Factors" and "Item 7. Management's
Discussion and Analysis of Financial Condition and Results of Operations."


INTRODUCTION

     Intek Global Corporation, a Delaware corporation, is a provider of
spectrum-efficient wireless communications technology, products and services.
Unless otherwise indicated, the "Company" refers to Intek Global Corporation and
its subsidiaries.

     Linear Modulation Technology, Ltd. ("LMT") is a subsidiary of the Company's
Securicor Radiocoms Limited ("Radiocoms") subsidiary. LMT has developed and
patented a proprietary linear modulation ("LM") technology ("LM Technology") for
various wireless communications applications including specialized mobile radio
("SMR"), land mobile radio ("LMR"), and personal communications services
("PCS"). LM Technology is a narrowband technology designed to capitalize on the
worldwide need for more efficient use of the radio spectrum. LM Technology can 
overlay digital and analog radio transmissions and provide up to a six-fold 
increase in a system's capacity.

     The Company provides wireless communications services for voice and data 
to its subscribers in the U.S. utilizing radio frequencies licensed to or 
managed by the Company's subsidiaries. The Company holds the most licenses in 
the 220 to 222 MHz ("220 MHz") frequency band in the U.S. The Company 
provides two-way 220 MHz SMR services to its subscribers under the Roamer 
One-TM- brand name on systems utilizing the Company's LM Technology. The 
Company will roll out sites relative to customer requirements. The Company's 
SMR sites, including four major regional and national markets, are referred 
to as the Roamer One Network. The transmitters (base stations) and radios 
used on the Roamer One Network are manufactured by Radiocoms and various 
outside firms.

     LM Technology products are distributed in the U.S. by Midland USA, Inc.
("MUSA"), a subsidiary located in Kansas City, MO. MUSA also distributes SMR and
LMR products of other manufacturers through a well-established base of
authorized dealers and agents, some of whom market Roamer One's services.

     The Company's SMR businesses, and the communications products the 
Company distributes, are regulated in the U.S. by the Federal Communications 
Commission ("FCC"), and in the U.K. by the Radio Communications Agency 
("RA"). A significant portion of the Company's business affairs (as well as 
those of its competitors) is subject to changes in regulatory rules and 
policies. Such changes can increase the level of competition and the cost of 
regulatory compliance, and affect the methods by which the Company manages 
its SMR systems and its ability to obtain or keep licenses. Each FCC 
proceeding is subject to reconsideration, appellate review, and FCC 
modification from time to time. There are other similar governmental 
regulatory bodies that may affect the Company's ability to operate other SMR 
systems or sell wireless communications products and technology in other 
countries.

                                      5
<PAGE>

BUSINESS STRATEGY

     The Company's objective is to become a leading international provider of
cost-effective, spectrum-efficient wireless technologies, products and services.

     To achieve this objective, the Company is pursuing a three-tiered strategy.
First, the Company intends to commercialize its LM Technology on a global basis.
Second, the Company intends to establish itself as a leading provider of airtime
services, for both voice and data, to local, regional and national subscribers.
Third, the Company intends to establish itself as the premier distributor of
spectrum-efficient and other products to the land mobile radio business, both
domestically and internationally.

     The Company's focus is to promote worldwide commercialization of
spectrum-efficient wireless communications technology including LM Technology
by:

          -    Licensing LM Technology to other wireless communications
               equipment manufacturers.
          -    Fostering key strategic relationships to develop LM Technology
               applications.
          -    Supplying LM Application Specific Integrated Circuits ("ASICs")
               to other equipment manufacturers for incorporation into their
               products.
          -    Developing new products based on LM Technology for the entire
               wireless communications industry, but with a focus on LMR
               applications.

     In addition, FCC initiatives, as well as initiatives in the European Union
("EU") by the European Telecommunications Standards Institute ("ETSI"), may
result in other significant markets for the Company's LM Technology.

     During fiscal 1998, the Company put in place its license infrastructure, 
having successfully acquired 181 licenses during the FCC's Phase II auction 
completed in November 1998. Certain of the licenses acquired at the FCC Phase 
II auction will be assigned, partitioned or disaggregated to the National 
Rural Communications Cooperative ("NRTC") pursuant to an agreement. See 
"Business - Business Acquisitions and Significant Items." As a result, the 
Company can now approach larger customers concentrated in four wide-area 
major geographic areas: California, St. Louis, Kansas City, and the New 
England corridor between Boston, Massachusetts and Rochester, New York.

     The Company is actively seeking other partners in other areas of the world
to operate SMR systems. As appropriate, the Company may also seek to acquire or
manage SMR systems, both in the U.S. and worldwide, utilizing technologies other
than LM Technology.

     The Company is actively marketing its 220 MHz products (base stations and
radios) to those U.S. license holders who, as of yet, have not constructed their
systems, or who want to upgrade their current systems to the more
technologically advanced systems offered by the Company. The Company also is
marketing its products to potential new public safety license holders that will
result from changes currently being made in FCC regulation and to new license
holders who acquired licenses in the recent Phase II auction. See "Business -
Government Regulation."

     The Company also is expanding its "Midland"-branded product line of
traditional LMR and SMR products of other manufacturers which it distributes
through MUSA.


BUSINESS ACQUISITIONS AND SIGNIFICANT ITEMS

     In December 1997, the Company acquired assets of Wireless Plus, Inc., a
Hayward, California-based SMR service provider.

     In February 1998, the Company entered into an agreement with Kukjae
Electronics, Ltd. Co. of South Korea, one of that nation's leading manufacturers
of mobile radio equipment, allowing Kukjae to manufacture and sell LM-compatible
radio products and operate narrowband radio networks based on LM technology.

     In April 1998, the Company signed a five-year technology, development and
supply agreement with Nokia Telecommunications OYJ, part of Nokia Corporation of
Finland. The agreement incorporates key components of the LM Technology into
Nokia's TETRA (Trans European Trunked Radio) product lines, the standard of
which is the only European standard for digital professional mobile radio.

     In May 1998, the Company acquired privately-held Mobile Data Solutions,
Inc., operator of Data Express, 

                                      6
<PAGE>

a leading developer and supplier of wireless data solutions for the mobile 
marketplace, including "Fleet Management 2000," a licensed product which 
provides critical real-time vehicle-tracking information.

     In July 1998, the FCC approved the first LM Technology-based VHF high band
radio system for frequencies between 150 and 162 MHz. The FCC formally certified
that LM Technology meets all pre-defined narrowband technical requirements and
permits the Company to market LM Technology radio systems for those frequencies.

     In August 1998, the Company's Radiocoms subsidiary sold certain assets
to Securicor Information Systems Limited ("SIS"), a U.K. subsidiary of Securicor
plc, for $8.5 million. The divested assets related to non-core distribution
business activities not associated with LM Technology.

     In August 1998, the Company acquired certain assets of ComTech
Communications, Inc., including eleven licenses in the 220 MHz spectrum, and
subsequently entered into a letter of intent, resale agreement and equipment
lease relating to ComTech's Phase I national FCC license.

     In September 1998, the Company entered into an exclusive strategic 
alliance and distribution agreement with the 220 MHz unit of NRTC, a national 
telecommunications company servicing the advanced telecommunications needs of 
over 900 rural utilities and affiliated organizations. In accordance with the 
alliance with the NRTC, the Company targets sales of approximately $50 
million in LM products over the next five years. The Company also expects to 
provide a broad range of essential services to the NRTC, including system 
design and construction, system management, maintenance and repair, customer 
service, marketing and advertising support.

     In November 1998, the Company announced that it successfully bid on two 
10-channel nationwide, seven 15-channel regional, and 172 10-channel Economic 
Area ("EA"), or local, business radio airwave licenses (a total of 181 
licenses) in the FCC Phase II auction of new 220 MHz spectrum licenses which 
concluded in September. As part of its arrangement with the NRTC, the Company 
will share with NRTC the approximately $12.2 million cost of the new 
licenses. The Company will assign one nationwide and certain EA licenses to 
NRTC, disaggregate six "regional" and one EA licenses and partition certain 
EA licenses to NRTC. In total, the newly-acquired licenses represent a 
substantial increase in the Company's available spectrum in fiscal 1999.

WIRELESS COMMUNICATIONS INDUSTRY

     GENERAL

     While two-way LMR communications in the U.S. has been available for many
years, the provision of wireless communications as an industry has only
developed generally since 1970, as a result of various licensing actions taken
by the FCC. The wireless industry provides high quality communication services
for vehicle mounted and hand portable telephones and other two-way radio units
in various frequency bands. Today, the wireless communications industry is
composed principally of telephony systems (cellular and PCS), paging systems,
mobile data providers and SMR systems, some of which also employ enhanced
services and digital technology ("ESMR") and provide telephone interconnect. The
first commercial SMR systems became operational in 1974, while the first
commercial cellular system was not operational until 1983. Historically, SMR
service has been provided utilizing 800 or 900 MHz bands.

     The evolution of narrowband technology is a result of the RA's and FCC's 
efforts to achieve spectrum efficiency for all types of broadcast service. 
The 220 MHz band was allocated to explore further the development of 
narrowband equipment (mandated at 5 KHz) in a "virgin" spectrum, virtually 
free of existing licensees or authorized users. The FCC adopted its rules and 
opened a filing window for applications for licensing of SMR and other 
private land mobile communication systems in 220 MHz band in 1991 ("Phase I 
Licensing"). Licenses for local 220 MHz SMR systems were issued in 1993. 
Approximately 3,300 five channel trunked licenses were awarded to licensees 
in 220 MHz of which an estimated 1,000 were constructed. The Company believes 
the number of currently commercially operational 220 MHz systems is very 
small. The FCC held an auction, which concluded in November 1998, for 
additional 220 MHz licenses ("Phase II licenses").

     In the U.S., most users of wireless communications are subscribers to
cellular, PCS, ESMR and/or paging services. The next major segment of wireless
communications users are private, public safety and governmental 


                                      7
<PAGE>

LMR users followed by users of commercial SMR systems including the Roamer 
One Network.

     Internationally, wireless communications is growing at a rate equal to or
in some instances, exceeding the rate in the U.S. since traditional telephone
systems are not as reliable or ubiquitous in many parts of the world as landline
telephones are in the U.S.

     According to published data, the SMR and LMR markets internationally are
estimated to be twice the size of the current U.S. market, but are projected to
grow at a somewhat slower pace than wireless communications overall.

     LMR

     LMR systems are user owned two-way radio systems. These systems serve
business and industrial users as well as public safety and governmental users.
Utility companies, package handlers, fire and paramedic vehicles and other
public safety concerns are typical LMR users who may own or lease entire systems
in a local area. LMR systems meets the need of these users because they require
a form of voice communication from a dispatch, or base station location, to a
fleet of vehicles.

     LMR systems include conventional and trunked systems, both of which operate
on the specific frequency bands allocated for such systems by the FCC.
Conventional LMR systems utilize a single or a pair of channels to transmit and
receive information. This channel is open and unrestricted to all users. To use
a channel, a user has to wait until the channel is unoccupied. Trunked systems
combine multiple channels so when a user begins to transmit, an unoccupied
channel is automatically selected. Technology has been further developed to
allow trunked systems to be networked together allowing for multiple trunked
sites to be centrally switched and controlled.

     There are currently different protocols and proprietary systems allowing
for the trunking and networking of LMR systems. Governmental or
quasi-governmental standards bodies are fostering some of these protocols both
in the U.S. and internationally, with the goal of allowing for higher user
capacities. In the U.S., the FCC is encouraging the adoption of narrowband
standards to allow for greater spectrum utilization of frequency bands to allow
for higher capacity ("refarming").

     The Company's LM Technology, with its patented system capacity enhancement
features, is one such technology that provides additional capacity through
narrowband technology. See "Business - LM Research and Development."

     According to published data, there are 19 million LMR users in the U.S.
today. This market is projected to grow substantially primarily because of the
FCC's refarming efforts.

     SMR

     SMR systems are LMR systems built to realize profits from the sale of
airtime to end-users that have a need for a dispatcher to communicate with a
fleet of vehicles. Historically, two-way dispatch radio, utilizing analog
technology, was the cornerstone of the SMR industry. Over the last several
years, however, many traditional SMR operators have been acquired by Nextel
Communications, Inc. ("Nextel") and have been, or are being, converted to a
national ESMR system utilizing digital technology which also provides cellular
like service. That consolidation, the Company believes, has left a void in the
U.S. market for those subscribers seeking traditional low cost two-way dispatch
service. Also, as a larger number of businesses are realizing that mobile
communications is paramount to their success in the current competitive business
environment and, because of increasing spectrum congestion, businesses are
unable to obtain their own FCC licenses. The Company's SMR service offers a
solution to their communications needs.

     Industry sources currently estimate that, in the aggregate in the U.S., the
number of SMR units in service has increased from fewer than 380,000 in 1985 to
approximately 4.6 million in 1998. While approximately 50% of the SMR industry
subscribers are ESMR subscribers, the remaining subscribers today are utilizing
trunked channels with traditional, push-to-talk voice radios. Subscribers
consist mainly of service companies such as contractors, plumbers, electricians,
roofers, maintenance personnel and other operators of fleets of vehicles. Also
comprising a large segment are couriers, limousine services and other
transportation companies. Only recently, however, SMR operators have offered
other applications besides voice transmission. These services include automatic
vehicle location, mobile messaging and other slow, medium and high-speed data
applications. LM Technology is ideally 

                                      8
<PAGE>


suited for transmission of data at high speeds while providing crisp and 
clear voice communication with the same mobile radio unit.

     The Company's SMR systems operate in the U.S., Relayfone is an SMR system
operating in the U.K. but was sold during fiscal 1998.


LM RESEARCH AND DEVELOPMENT

     The focus of the Company's research and development and product development
efforts over the last several years has been the development of LM Technology
and products for the 220 MHz market. The Company's product development efforts
are being refocused to reduce the cost of the Company's current line of 220 MHz
radios and to develop products for the other developing worldwide markets for
narrowband technology. The Company spent approximately $1.9 million in fiscal
1998, $3.3 million in fiscal 1997 and $3.2 million in fiscal 1996 on research
and development.

     BENEFITS OF LM TECHNOLOGY

     -    Provides up to a six-fold increase in radio system capacity.
     -    Overlays an existing radio system avoiding the cost of having to
          replace the original system.
     -    Improves existing radio system performance; incrementally adds
          capacity to LMR protocols such as APCO 25 and TETRA as well as FM
          and CDMA, FDMA and TDMA cellular protocols. LM Technology works
          in both analog and digital environments.
     -    Allows for high speed, two-way data transmission at up to 16.8
          kbps.

     BENEFITS IN AN SMR SYSTEM

     For an SMR system operator, including Roamer One, the Company's LM products
are:

     -    Stable when a system is being operated with a large numbers of
          subscribers providing an excellent quality of service and an
          effective means to "network" multiple sites and multiple
          channels. Presently, certain SMR operators utilizing other
          technologies are unable to network their systems in an efficient
          manner.
     -    Able to allow for the assignment of an electronic site address
          for the station and a unique identity number for the mobile
          radio. These features allow for the control of and the accounting
          for, each subscriber on the service.
     -    Designed to allow for "roaming" over multiple sites servicing
          wide coverage areas.
     -    Capable of high speed two-way data transmission

220 MHz SMR SYSTEMS MANAGEMENT AND OPERATION

     In the U.S., Roamer One historically participated in the SMR market by 
focusing on the construction and management of systems on behalf of other FCC 
licensees ("Managed Systems"). Today, the Company's major focus is owning and 
operating 220 MHz SMR systems on its own behalf. In some markets, Managed 
Systems constitute a portion of the network the Company is marketing. The 
Roamer One Network is constructed using trunked, generally networked, sites 
utilizing LM Technology. While the Roamer One Network covers many major 
markets in the U.S., individual markets are not interconnected, and, at this 
time it is not the Company's intention to link the markets nationally.

     The Company is authorized to provide services across the U.S. and will 
be rolling out sites relative to customer requirements. The Company does not 
yet have systems in certain markets in which it desires to operate and needs 
to expand capacity in certain of its current markets. The Company will 
continue to acquire, and in some instances sell, licenses that do not fit 
into its marketing plans. MUSA presently has 220 MHz base stations in 
inventory that, if not sold to third parties, could be used by the Company to 
build 200 additional sites.

     During fiscal 1998, the Company continued to redirect its marketing
campaign for the Roamer One Network from a national campaign to a focused
specific geographic campaign beginning with targeted businesses in four
wide-area geographic markets. The Company offers its SMR subscribers service
packages customized to fit a subscriber's needs including -- in addition to
basic two-way voice -- specific geographic coverage, various two-way 

                                      9
<PAGE>

data and vehicle location capabilities. Examples of data communications 
applications include the monitoring of such factors as vehicle fuel 
consumption, speed, and engine performance; two-way messaging; credit card 
reading for wireless authorizations; and remote control of any application or 
function (lights, valves, doors, switches, etc.). The Company bills 
subscribers a fixed charge for the specific services provided. Presently, 
there are no variable airtime charges. A subscriber can purchase, lease or 
rent from the Company the necessary radio equipment specifically designed to 
operate only on a LM Technology system.

     The Company markets its SMR services though its own direct sales force 
and through third-party dealers, some of who also may be dealers of MUSA. The 
Company also intends to market its services through resellers who purchase 
capacity on a Roamer One Network for a flat rate and resell the service to 
their own subscribers. The Company's direct sales staff is compensated 
through a combination of salary and commissions. Dealers are compensated 
through commissions and/or a radio equipment subsidy, and resellers earn the 
difference between what they pay the Company for system capacity and what 
they bill their subscribers.

     The Company also has agreements to operate SMR systems utilizing LM 
Technology in several international locations. Commercial operation depends 
on several factors including local regulatory licensing matters and the 
economic viability of the proposed system.

     The Company believes that its SMR service offers an attractive 
alternative to other SMR products and will assist in the entry into the 
marketplace of various LMR products utilizing LM Technology.

     It is anticipated that during fiscal 1999 the Company will be actively 
expanding its SMR services in additional markets. The Company believes that 
its currently constructed licenses can support between 200,000 and 400,000 
subscribers, although ultimately subscriber loading will depend on numerous 
factors, not the least of which are the Company's ability to commercially 
market its service, the applications used by the Company's subscribers, and 
the Roamer One Network performing technically as anticipated.

EQUIPMENT DISTRIBUTION

     The Company's equipment distribution business in the U.S. is conducted
through MUSA. MUSA markets its product line through a national network of over
380 two-way radio dealers, as well as on a direct basis to larger accounts in
the business and government sectors.

     LM RELATED

     In the U.S., the Company to date has focused its LM product development for
the LMR market on the 220 MHz band because the FCC's licensing of 220 MHz in
1993 was the first regulatory recognition internationally of the need for
narrowband technology that LM supports.

     Because the Company's development of its product line, including base
stations, did not occur at the outset of 220 MHz licensing, most 220 MHz systems
constructed in the U.S. as of today do not use the Company's equipment. The only
major user of LM equipment is the Company. Other than for holders of several
national licenses and non-nationwide systems within the American/Canadian border
area as defined by the FCC, the mandatory construction dates for Phase I
licenses have expired. Accordingly, the Company's marketing efforts for 220 MHz
equipment in the U.S. has been limited to the aforementioned license holders of
unconstructed systems, currently licensed system operators who desire to upgrade
their systems to LM, and the public safety market which it is expected will
shortly become able, under FCC regulations, to construct 220 MHz systems. With
the completion of the FCC Phase II Licensing auction of 220 MHz frequency in
November 1998, the Company will market LM equipment to those new license
holders. It is anticipated the Phase II licensing will result in more
constructed licenses than resulted from Phase I Licensing.

     Due to the need for spectrum efficiency in other frequency bands,
especially UHF and VHF, the Company is presently developing products utilizing
LM Technology for those applications. The Company believes that refarming of
the bands below 512 MHz will stimulate the markets for products it may introduce
in those bands. It is anticipated that certain of these products may become
available for distribution in early calendar 1999.

     To date, the Company's international direct sales and marketing of LM
products is not significant because the Company's LM product line has been
focused mainly on the U.S. market. With the Company's current efforts to 

                                      10
<PAGE>

develop LM products for use outside the 220 MHz frequency band, the Company 
anticipates that active marketing of certain of these products will begin in 
fiscal 1999.

     The Company leases to third-parties LMR equipment on a short-term basis. 
In addition, the Company maintains and supports LMR systems and equipment for 
various customers.

     NON-LM RELATED

     The Company's non-LM distribution business consists of the import,
distribution and value-added resale of two-way branded LMR products. This
includes mobile radios, portable hand held radios, desktop base stations,
continuous duty base and repeater stations, and accessories. Most of the LMR
products sold are manufactured by third parties under contract, primarily in
Asia, and are developed to the design, quality and cost specifications provided
by the Company. For certain products, MUSA has exclusive contracts with a number
of suppliers who provide MUSA with certain rights with respect to product design
and product tooling. Such rights make it more difficult for these suppliers to
develop products of similar appearance or design for other marketers of two-way
communication products.

     The Company presently does not market any products that comply with the
Association of Public-Safety Communications Officials International ("APCO")
standards which limits the Company's ability to market LMR products to many
public safety and other governmental bodies. See "Business - Competition."

     In fiscal 1998, no single customer accounted for more than 5% of MUSA's
product sales. Products manufactured by Hitachi Denshi Limited accounted for 68%
of MUSA's sales.


MANUFACTURING

     The Company manufactures limited quantities of LM products, currently
mobile radios, to support the introduction of LM products in the marketplace.
The Company intends to outsource manufacturing of LM related products going
forward. As demand for LM products increases, the Company anticipates granting
licenses to, or sub-contracting with, third parties for volume production of
equipment.

     In fiscal 1998, the Company realized approximately $3.2 million in revenue
from affiliates of Securicor, down approximately 40% from the prior year.


PATENTS, TRADEMARKS AND TRADE SECRETS

     The Company has been issued 4 patents, and has 2 international patent
applications pending which relate to the Company's LM Technology. The policy of
the Company is to apply for patents, or other appropriate proprietary or
statutory protection, when it develops valuable, new or improved technology. The
Company believes that the issued and pending patents provide broad protection
for its LM Technology applications.

     In addition to potential patent protection, the Company relies on the laws
of unfair competition and trade secrets to protect its proprietary rights. The
Company intends to protect its trade secrets and other proprietary information
through agreements with its customers and suppliers, proprietary information
agreements with employees and consultants and other security measures. Although
the Company intends to protect its rights vigorously, there can be no assurance
that these measures will be successful.

     The Company believes that, because of the rapid pace of technological
change in the communications industry, patent and trademark protections are
important.


COMPETITION

     The wireless communications industry is ever changing and developing new
technologies. Competition consists of major domestic and international
companies, many of which have financial, technical, marketing, sales,
manufacturing, distribution and other resources substantially greater than those
of the Company. The Company believes that cellular, PCS, paging, data and ESMR
services and products provide, to some extent, the same 


                                      11
<PAGE>


functionality as SMR and LMR services and, as such, will compete with the 
Company's products and services. The Company competes on the basis of service 
and product technology and quality, reliability, price, customer support and 
product features. None of the Company's product lines is dependent on any 
single customer, the loss of which would have a material adverse impact on 
the Company's business.

     TECHNOLOGY

     The Company's patented and proprietary LM Technology and its related
products compete internationally with those of other manufacturers such as
Motorola, Ericsson and Qualcomm Incorporated and distributors of mobile radio
equipment seeking to provide spectrally efficient solutions in response to
demands of both regulators and users. Most of the major established
manufacturers have moved away from the existing "single communication channel"
approach ("Frequency Division Multiple Access" or "FDMA"), to amalgamating
several channels and pipelining information down the new, broader, channel in
time slots ("Time Division Multiple Access" or "TDMA"), such as TETRA ("Trans
European Trunked Radio") or overlaying a large number of coded information sets
and decoding only the "wanted" set at the receiver ("Code Division Multiple
Access" or "CDMA").

     APCO standards are widely followed in the U.S. by public safety and other
governmental LMR users. The public safety market in the U.S. has been working
for over 8 years on a new set of digital narrowband (12.5 KHz) standards being
completed by the APCO under their Project 25 committees ("P25"). While APCO
standards may compete with LM Technology in the narrowband market. APCO products
can also incorporate LM Technology to improve performance.

     LM Technology is well suited to incorporate these standards. It also 
offers stand-alone LM operation to the much higher spectrum efficiency of 5 
KHz (which exceeds APCO's ultimate goal of 6.25 KHz) with high quality voice 
and higher data speeds than that which is possible with the P25 standard. LM 
Technology products offer a timely, cost-effective solution to the public 
safety market that needs highly effective mobile high speed data solutions. 
The Company's products using LM Technology provide a narrowband, single or 
multiple communication channel solution to the problem of spectrum 
efficiency. Unlike narrowband solutions, complex wideband solutions such as 
TDMA and CDMA require large sections of unused spectrum to be available in 
continuous blocks. A narrowband solution permits a planned phasing-in of new 
technology and equipment, thereby enabling an upgrade of only those parts of 
a customer's system in which improved performance is needed or desired. In 
addition, unlike the existing alternative approaches, the LM narrowband 
approach provides a high degree of system planning flexibility by enabling a 
close match of available channels to the predicted traffic requirements in 
each particular geographical area of operation.

     SMR SYSTEMS MANAGEMENT AND OPERATION

     The Company has initially focused on providing business users with a low
cost voice dispatch service and pre-packaged data applications. As a result of
LM Technology, the Company also is able to provide subscribers with various
other low and high-speed data applications. The Company has no plans to offer
interconnected service to the public telephone network.

     In the SMR industry, the largest service provider is Nextel. Nextel, 
however, has commenced implementing a strategy of providing ESMR services, 
including telephone interconnection, which generally cost substantially more 
than the Company's services. The Company views Nextel's move to providing a 
higher-cost digital cellular-like service that also embodies two-way dispatch 
as an opportunity for the Company to gain subscribers. The Company believes 
that the Roamer One Network has a competitive advantage for the following 
reasons:

-    Operating at 220 MHz, the Company's system can cover from one site an area
     that requires several sites when operating at 800 or 900 MHz; and the
     system is less susceptible to signal loss in certain terrain and conditions
     than those operating at higher frequencies. This results in lower initial
     capital costs as well as lower monthly operating costs.
-    Because of LM Technology, the Company can provide its subscribers with not
     only limited text messaging but also high speed data. It is the intention
     of the Company to expand its high speed data capability into markets as
     dictated by subscriber requirements.


                                      12
<PAGE>

     There is no assurance that increased competition resulting from the FCC's
additional 220 MHz licensing during 1998 will not adversely affect the Company's
SMR business. See "Business-Government Regulation."

     Relayfone, in the U.K., was the Company's only provider of communications
services outside the U.S. during fiscal 1998. This business was sold during the
fourth quarter of fiscal 1998.

     EQUIPMENT DISTRIBUTION

     The LMR market in the U.S. is dominated by Motorola. Other major
competitors are Ericsson, Inc., Kenwood and Transcrypt International. The
remainder of the U.S. and North American market is divided up between a large
number of suppliers. The Company competes on the basis of product quality,
price, and the flexibility, support and responsiveness that the Company and its
dealers provide. Additionally, the Company views its U.S. LMR equipment
distribution business as a gateway to distribute and support LM products
currently available and being developed which will allow the Company to compete
on the basis of technology.

     In the 220 MHz narrowband equipment market, the Company currently has only
one, smaller competitor, SEA, Inc., a subsidiary of Datamarine International,
Inc. ("SEA"). Historically, SEA has been the major equipment supplier to the 220
MHz industry because SEA was in the marketplace before the Company when FCC
regulations mandated system construction deadlines. Because of LM Technology,
the Company believes that the 220 MHz systems it distributes offer an SMR
operator greater system capabilities, including networking capability that is
vital for spectrum utilization for wide area coverage.

     The Company viewed the FCC auctioning of additional 220 MHz licenses during
1998 as an opportunity for the Company's equipment distribution business.
However, the increase in the size of the 220 MHz market, and interest in
narrowband technology, may prompt other competitors to enter this market.

     See "Technology" section of "Business-Competition" for a discussion of the
competitive environment related to LM products in the international market.

     MANUFACTURING

     The Company's contract manufacturing business is limited to medium-sized 
production runs and competes with numerous companies. The Company competes on 
the basis of price and the flexibility, support and responsiveness that it 
believes it provides to its customers. The Company's facilities are ISO 9001 
and BABT 340 certified.

GOVERNMENT REGULATION

     The Company's business is subject to the regulation of the licensing of
radio frequency ("RF") spectrum and the manufacture, distribution and marketing
of its products in the countries in which it does business. Furthermore, the
spectrum management rules and policies of the International Telecommunications
Union and the ETSI and other industry associations and standard development
organizations impact the potential markets for the Company's products. In
addition to the nation-specific regulations governing the nature of the
equipment, Radiocoms also must comply with certain EU directives and
regulations. The Company is subject to changes in regulations, rules and
policies that, among other things, may increase the level of competition and,
the cost of regulatory compliance, or may impact the Company's ability to obtain
or keep licenses.

     UNITED STATES

      LICENSING

     In the U.S., the licensing of RF spectrum for non-federal government uses
and the production, distribution and marketing of RF equipment are subject to
regulation by the FCC. FCC regulations govern, among other things, the issuance,
renewal, revocation, and modification of RF licenses (usage rights to
frequencies), the assignment or transfer of control of licenses, the technical
specifications, authorization and labeling of the equipment used by 


                                      13
<PAGE>

stations, the designation of areas served by particular stations or operators, 
the assignment and channelization of frequencies, and the adoption of other
regulations and policies.

     The Roamer One Network operates at 220 MHz under the authority of FCC Phase
I licenses issued as a result of a lottery held by the FCC in 1991, and FCC
Phase II licenses issued as a result of competitive bidding in an auction held
by the FCC in 1998.

     While Phase I licenses are site specific, Phase II licensees may locate
their base stations anywhere within their geographic borders provided, among
other things, that co-channel Phase I licensees are protected from harmful
interference consistent with criteria adopted by the FCC.

     Both Phase I and Phase II 220 MHz licensees that aggregate contiguous
channels may deploy non-narrowband equipment (i.e., non-5 KHz) on their 
channels.

     EQUIPMENT REGULATIONS

     The Company's products must comply with the FCC's rules, regulations and
policies prior to their distribution and marketing within the U.S. and must be
properly labeled as such when marketed. With respect to any particular frequency
band, FCC rule revisions or waivers may be required prior to the introduction of
the Company's products in that band. There can be no assurance that any
particular rule revision or waiver requested by the Company will be granted.

     The FCC has issued a series of decisions governing the refarming of the
Private LMR bands in the U.S. below 512 MHz to increase the capacity of those
bands and to promote generally the usage of spectrally-efficient equipment in
the bands. The refarming decisions channelize the 150-174 MHz ("VHF") band and
the 421-512 MHz ("UHF") band, respectively, with channel spacings of 7.5 KHz and
6.25 KHz, but provide the frequency coordinators the flexibility to recommend
licensing inconsistent with these channel spacings, including licensing in 5 KHz
spacings. The refarming decisions permit the introduction of centralized
trunking systems in the refarmed bands with the consent of affected co-channel
licensees. LM Technology is compatible with these refarming decisions.

     INTERNATIONAL

     To the extent that the Company's business expands and it distributes
communications products or provides communications service in countries outside
the U.S., it will become subject to numerous rules and regulations promulgated
by foreign governmental administrative and regulatory organizations.

     Regarding the possible introduction of narrowband technology in the U.K. by
the Company as either a service or equipment provider, in August 1993, the RA
issued a policy statement entitled "Private Mobile Radio: 5 KHz Channels." In
that statement the RA recognized that narrowband 5 KHz channeling was one of a
number of possible ways of achieving the benefits of greater spectrum
efficiency. The RA has indicated that it will be making spectrum available in
narrowband channels in accordance with a common European approach. The RA stated
that the progressive introduction of narrowband channels would enable users to
take advantage of the new spectrally efficient technology and would provide a
sound basis for manufacturers to supply product to the market.

RISK FACTORS

     The Company's business, financial condition and future prospects are
subject to a number of risks and contingencies. Those that the Company regards
currently as among the most significant are summarized below. See also "Business
- Forward-Looking Statements."

     RISK OF UNCERTAIN MARKET ACCEPTANCE

     LM Technology is a relatively new technology and there is a risk that the
marketplace may not accept the potential benefits of the technology or that the
technology may not perform to expectations. The commercial viability of the
Roamer One Network is dependent upon the performance of the LM Technology and
acceptance of such technology by the marketplace. Until products utilizing LM
Technology progress through the commercial 


                                      14
<PAGE>

development stage, manufacturing costs may be substantially higher than 
competing products and the Company may be forced to sell equipment below its 
manufacturing costs.

     If Intek's products using LM Technology are not commercially accepted or do
not have the capabilities the Company believes they have or can have, or
manufacturing costs cannot be reduced, the future results of operations of the
Company could be significantly and negatively impacted.

     COMPETING SERVICES

     Competition in the sale of wireless communication products and services is
fierce. Given the wide variety of available wireless services, new subscribers
will only be acquired if the Company has a service needed by potential
subscribers and priced, along with the cost of the necessary radio equipment,
attractively when compared to competing services and products. As a result,
there is no assurance that the services provided on the Roamer One Network or
the technology and products developed by the Company will be competitive with
services, technology and products of other wireless communications companies.

     SUPPLIER RISK

     If Intek's supplies of non-LM Technology radios and accessories were no
longer available, the future results of operations of the Company could be
significantly and negatively impacted.

     DEPENDENCE ON GOVERNMENT REGULATION

     The current and planned operations of the Company can be adversely impacted
by adverse actions taken by, or delays by, various regulatory authorities and it
is impossible to predict, with any certainty, how the Company's operations will
be impacted by the actions of these regulatory authorities. In most
international markets there are similar, and in some instances, more stringent
governmental regulatory overviews regarding wireless communications services and
products including those offered by the Company.

     NEED FOR ADDITIONAL CAPITAL

     The Company will require additional cash resources to fund operations if
its business plan is not realized. There can be no assurance that additional
financing will be available on reasonable terms or at all.

     CONTROL BY MAJORITY SHAREHOLDER

     Based on its equity ownership of the Company, Securicor has a sufficient
voting interest in the Company to, among other things, exert effective control
over the approval of amendments to the Company's Restated Certificate of
Incorporation, mergers, sales of assets or other major corporate transactions as
well as other matters submitted to a stockholder vote, and otherwise control the
affairs of the Company whether particular matters are submitted for a vote of
the stockholders.

EMPLOYEES

     As of September 30, 1998, the Company and its subsidiaries employed
approximately 374 full-time employees. Of these, approximately 49 are employed
in the Company's research and development efforts, 185 in manufacturing, 96 in
equipment distribution and the provision of communications services with the
remainder in corporate administrative and management functions. None of the
Company's employees is represented by a collective bargaining agreement. The
Company considers employee relations to be good.

ITEM 2.  PROPERTIES

     The Company leases its principal executive office, which is located at 
99 Park Avenue, New York, New York comprising approximately 2,600 square 
feet, for an initial term of three years, expiring in March 2002. The Company 
also leases, for research, manufacturing, administrative and sales functions, 
approximately 14,300 square feet in Garden Grove, California under a 3 year 
lease, expiring in July 2001 and approximately 175,000 square feet in Kansas 
City, Missouri for administrative, sales, assembly and warehouse functions 
under a four year lease, expiring in August 2001 with a limited early 
termination date at the option of the Company in August 1999.


                                      15

<PAGE>

     The Company has vacated its former principal executive office located
at 214 Carnegie Center, Princeton, New Jersey comprising approximately 2,500
square feet, for an initial term of five years, expiring in August 2002. While
the Company intends to sublease the space to minimize its contractual exposure,
there is no assurance that such a sublease can be obtained.

     The Company owns approximately 36,000 square feet of office and factory in
Midsomer Norton, England, and leases two 2,000 square foot workshop and storage
units in Midsomer Norton on nine and ten year leases expiring in November 2003.
Two other storage units of 500 and 4,000 square feet are leased in Midsomer
Norton under short rental agreements which expire during the first quarter of
fiscal 1999.

     The Company leases approximately 231 antenna sites for transmission of its
SMR services. The terms of the leases range from month-to-month to 5 years with
provisions for renewals.

ITEM 3.  LEGAL PROCEEDINGS

     The Company, Mr. David Neibert, the Company's executive vice president 
and Mr. Nicholas R. Wilson, a former Chairman of the Company ("Intek 
Defendants") were named with forty other defendants in a complaint (Scott, et 
al. Steingold, et al.) filed in U.S. District Court for the Northern District 
of Illinois on November 12th, 1997. The lawsuit purports to allege claims 
under the Racketeer Influenced Corrupt Organizations Act ("RICO"), the 
Securities Exchange Act of 1934 and various common law state claims in 
connection with the sale and marketing of interests in certain partnerships 
formed to operate SMR systems. Plaintiffs seek rescissory damages with 
interest and punitive damages allegedly relating to their purchases of SMR 
partnership interests. No specific amount of alleged damages is mentioned in 
the complaint.

     The plaintiffs also had filed, and have now withdrawn against the Intek
Defendants, a motion for a temporary restraining order and preliminary
injunction seeking to freeze the assets of all defendants. The Intek Defendants
filed a motion to dismiss the complaint on various grounds. In response
plaintiffs sought leave to file a second amended complaint, which request was
granted by the court. Intek requested plaintiffs to withdraw all claims against
the Intek Defendants on the grounds that they are frivolous. On February 3,
1998, plaintiffs filed an amended complaint which purports to allege claims
under RICO, the Securities Act of 1933, the Securities Exchange Act of 1934 and
various common law state claims in connection with (i) the sale and marketing of
interests in certain SMR partnerships and (ii) purported improper dissipation of
assets of certain of the SMR partnerships. Plaintiffs seek rescissory damages
with interest and punitive damages relating to such asserted claims. No specific
amount of alleged damages is mentioned in the amended complaint.

     The Intek Defendants moved to dismiss the amended complaint. On September
30, 1998, the Court granted in part and denied in part the Intek Defendants'
motion to dismiss the complaint and dismissed plaintiffs' RICO claims with
prejudice. The Court granted plaintiffs leave to replead all claims (except
their RICO claims) that were timely under the applicable statute of limitations.

     On October 23, 1998, the plaintiffs filed a third amended complaint which
purported to allege claims under Section 10(b) and 20 of the 1934 Act and Rule
10b-5 promulgated thereunder, Section 12(1) and 12(2) of the 1933 Act and
control person liability thereunder, and various common law state claims in
connection with the sale and marketing of certain SMR Partnerships and the
purported dissipation of assets of certain of these Partnerships. Plaintiffs
seek rescissory damages with interest and punitive damages in an amount to be
determined. The Intek Defendants filed an answer on December 14, 1998 to the
third amended complaint. In the opinion of the management of the Company, this
lawsuit will not have a material adverse affect on the Company.

     In addition, from time to time, the Company is involved in other litigation
relating to claims arising out of its operations in the normal course of
business. In the opinion of the Company's management, after consultation with
outside counsel, the ultimate dispositions of such matters will not have a
materially adverse effect on the Company's consolidated financial position or
results of operations.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.


                                      16
<PAGE>

                                     PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS

     MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS.

     The Common Stock trades on The Nasdaq Small-Cap Market tier of The Nasdaq
Stock Market ("Nasdaq") under the symbol "IGLC." The following table sets forth
the high and low trade price as reported by Nasdaq for each quarter period
indicated.

<TABLE>
<CAPTION>
                                                      TRADE PRICE
                                           ------------------------------
                                             HIGH                  LOW
     Fiscal 1997                         ---------             ---------   
<S>                                      <C>                   <C>
December 31, 1996                         $  5-1/4             $  4-1/2
March 31, 1997                               5-1/2                2-1/2
June 30, 1997                                3-1/8                1-3/4
September 30, 1997                           2-1/8                1-5/8

     Fiscal 1998

December 31, 1997                         $      2             $1-34/64
March 31, 1998                               1-5/8                3-1/2
June 30, 1998                              2-44/64               4-3/16
September 30, 1998                         3-62/64                1-3/8
</TABLE>

     The number of common stockholders of record was 602 on December 18, 
1998. The last reported trade price for the Common Stock by Nasdaq on 
December 18, 1998 was $1.19.

     The Company has never paid a cash dividend and has no present intention to
pay any cash dividends on the Common Stock.


     RECENT SALES OF UNREGISTERED SECURITIES

     On May 29, 1998, under Section 4(2) of the Securities Act, the Company
issued 400,608 shares of Common Stock to thirteen shareholders of Mobile Data
Solutions, Inc. pursuant to a Stock Purchase Agreement dated May 28, 1998.


                               17
<PAGE>



ITEM 6.  SELECTED FINANCIAL DATA

     The following data is derived from the Company's audited financials and
should be read in conjunction with the Consolidated Financial Statements and
Notes thereto appearing elsewhere herein.
<TABLE>
<CAPTION>
                                                                 YEAR ENDED SEPTEMBER 30,
                                                          (THOUSANDS, EXCEPT SHARE AMOUNTS)
                                                  1998                   1997                  1996                   1995
                                             -------------         --------------          -----------           --------------
<S>                                          <C>                    <C>                    <C>                   <C>
STATEMENT OF OPERATIONS DATA:(1)
  Total Revenues                             $     35,654           $     42,284           $     23,899           $     32,601
  Total Costs and Expenses(2)                      97,196                 68,222                 34,317                 33,997
  Operating Loss                                  (61,542)               (25,938)               (10,418)                (1,396)
  Net Loss                                        (64,419)               (26,999)                (9,089)                (1,171)
  Loss applicable to Common Shareholders     $    (66,463)          $    (27,999)          $     (9,089)          $     (1,171)
  Net Loss Per Share applicable to Common    $      (1.58)          $      (0.74)          $      (0.36)          $      (0.05)
    Shareholders
  Weighted Average Number of                   42,151,142             37,885,371             25,000,000             25,000,000
    Shares Outstanding
BALANCE SHEET DATA:(1)
  Total Assets(2)                            $     80,114           $    112,565           $     50,253           $     37,463
  Working Capital                                  10,928                 21,289                 (5,268)                 3,538
  Long Term Debt                                   68,288                 45,577                 32,837                 23,187
  Shareholders' Equity (Deficit)(2)          $     (8,454)          $     53,848           $    (21,289)          $    (12,949)
</TABLE>
----------------------
(1) See Note 2 "Basis of Presentation and Summary of Significant Accounting
Policies - Principles of Consolidation" in Consolidated Financial Statements and
Notes thereto appearing elsewhere herein.
(2) See Note 2 "Basis of Presentation and Summary of Significant Accounting
Policies - "Intangible and Long Lived Assets" and Note 3 "Restructuring Charges"
in Consolidated Notes to Financial Statements appearing elsewhere herein.



                               18
<PAGE>

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

     The following Management's Discussion and Analysis of Financial Condition
and Results of Operations should be read in conjunction with the Consolidated
Financial Statements and related notes contained in Item 14 to this report.
Historical results of operations are not necessarily indicative of results for
any future period. All material intercompany transactions have been eliminated
in the results presented herein.

     The following Management's Discussion and Analysis of Financial Condition
and Results of Operations contains forward-looking statements that involve risks
and uncertainties. The Company's actual results may differ significantly from
those discussed herein. Factors that might cause such a difference include, but
are not limited to, those discussed under the caption "Business-Forward-Looking
Statements" and "Business-Risk Factors."


     OVERVIEW

     The Company's mission is to create and supply spectrum efficient wireless
technologies, products and services worldwide and to establish the Company as a
dominant force in the wireless communications business.

     The Company provides two-way 220 MHz specialized mobile radio ("SMR")
services to its subscribers under the Roamer One-TM- brand name on systems
utilizing the Company's patented and proprietary linear modulation technology.
The Company is authorized to provide services across the U.S. and will install
sites relative to customer requirements. The Company's SMR sites, including four
major regional and national markets, are referred to herein as the Roamer One
Network. The Company has devoted, and expects to continue to devote, substantial
financial and management resources to the development of the Roamer One Network.
Additionally, the Company also has developed and continues to develop new
products utilizing LM Technology for other frequency bands with a focus on the
world-wide need for spectrum efficiency. The Company, through its various
subsidiaries, designs, develops, manufactures and distributes land mobile radio
products including those utilizing LM Technology.

     The Company presently has in inventory a substantial number of completed
220 MHz base stations and radios, as well as components for the manufacture of
additional base stations and radios. This inventory is intended for sale to the
NRTC, to successful bidders in the recently completed FCC Phase II 220 MHz
auctions, public safety market and dealers, as well as for utilization in the
Roamer One Network.

     The Company has positioned itself strategically as a vertically 
integrated provider of spectrum efficient technologies, products and 
services. In addition to incorporating the benefits of LM into its products 
which are sold to third parties and used on the Roamer One Network, the 
Company also licenses its technology to third party manufacturers. The 
Company has redirected its marketing campaign of the Roamer One Network from 
a national campaign to a focused specific geographic campaign. The Company 
has focused its direct sales effort in the top tier markets while developing 
marketing relationships with dealers and others in the middle and lower 
markets. The construction and expansion of the Roamer One Network, as well as 
equipment sales to third parties will be impacted by factors such as the 
Phase II Licensing auction held by the FCC in November 1998. The FCC notified 
Intek that it will be awarded two 10-channel nationwide, seven 15-channel 
regional, and 172 10-channel EA, or local, Business Radio airwave licenses. 
As part of a co-funding partnering arrangement with the NRTC, Intek will 
share with NRTC the approximately $12 million cost of the new licenses. The 
Company will assign one nationwide and certain EA licenses to NRTC, 
disaggregate six regional and one EA licenses and partition certain EA 
licenses to NRTC.

     During the fourth quarter of fiscal 1998, Intek sold non-core, U.K.-based
LMR distribution and maintenance assets to SIS. The sale price for the ESU
assets was $8,500,000 resulting in a gain of $3,055,000. Due to the related
party nature of the sale, the gain was recorded as a direct increase in
shareholder equity (deficit). The sales price is subject to a post closing
adjustment up to (pound)500,000 (approximately $800,000) depending on certain
circumstances.

     The Company expects to incur operating losses and have a negative cash flow
from operations for at least one year. This will result from expenses related to
the buildout of the Roamer One Network and the investment required to build the
Roamer One subscriber base.

                               19
<PAGE>

     RESULTS OF OPERATIONS

     As discussed more fully in Note 2 "Basis of Presentation and Significant
Accounting Policies ---Principles of Consolidation" to the Consolidated
Financial Statements and Notes thereto appearing elsewhere herein, results of
operations for all years presented include Radiocoms but, Roamer One, MUSA and
Intek corporate are only included for the periods subsequent to December 3, 1996
(i.e., the fiscal year ended September 30, 1998 and the ten-month period ended
September 30, 1997.)

     The Company operates predominately in a single industry segment: provision
of spectrum-efficient wireless technology, products and services. Revenues are
generated by product sales and the provision of services including
communications, technology, and non-warranty repair.


FISCAL 1998 COMPARED TO FISCAL 1997

REVENUES


     OVERVIEW

     Total revenues decreased by $6,630,000 (16%) from $42,284,000 in fiscal
1997 (12 months of Radiocoms and 10 months of non-Radiocoms) to $35,654,000 in
fiscal 1998. Product sales decreased by $10,097,000 (26%) from $38,606,000 to
$28,509,000 while service revenues increased by $3,467,000 (94%) from $3,678,000
to $7,145,000.


     PRODUCT SALES

     Sales of products for fiscal 1998 were $28,509,000, compared to $38,606,000
for fiscal 1997. Sales in fiscal 1997 were favorably impacted by improved
deliveries of products to fill accumulated backorders, whereas sales in fiscal
1998 returned to more normal levels. Sales in the first half of fiscal 1998 were
negatively impacted by late deliveries of a new line of radios from a major
supplier. The supplier began to ship selected products on a timely basis in late
December 1997. Sales began to increase during the second half of 1998 due to an
improved supply of product and an aggressive marketing campaign.

     In November 1998, Intek announced a strategic alliance with NRTC to develop
jointly 220 MHz narrowband business radio networks for NRTC member utilities
across the country relying exclusively on LM-based equipment. NRTC members will
be able to utilize the Roamer One brand under an exclusive royalty agreement to
sell LM-based equipment and airtime services in their territories. As part of
that agreement, the Company and NRTC entered into a five year non-binding
agreement for NRTC to purchase up to $50.0 million of products from the Company.
See "Liquidity and Capital Resources --- Future Capital Needs and Resources".


     SERVICE INCOME

     Service income for fiscal 1998 was $7,145,000, compared to $3,678,000 for
fiscal 1997.

     Subscriber revenues generated by the Roamer One Network were $630,000 for
fiscal 1998, an increase of $596,000 compared to $34,000 for fiscal 1997. The
Company redirected its direct marketing campaign for the Roamer One Network late
in fiscal 1997 from a national campaign to a focused specific geographic
campaign beginning with targeted businesses in six wide-area geographic markets.
At September 30, 1998, Roamer One had approximately 7,800 internally generated
subscribers as well as approximately 2,700 subscribers from the Wireless Plus
acquisition for a total of approximately 10,500 compared to approximately 1,000
at September 30, 1997. Subscriber revenues generated in the U.K. by the ESU
Assets were $575,000 in fiscal 1998 compared to $717,000 in fiscal 1997. As
mentioned previously, the ESU assets were sold during the fourth quarter of
fiscal 1998.

     Non-subscriber income includes royalties, equipment rental and non-warranty
repair. Non-subscriber revenues for fiscal 1998 were $6,515,000, compared to
$3,644,000. The increase of $2,871,000 was primarily due to non-warranty repair
and sales by ESU. The ESU assets were sold during the fourth quarter of fiscal
1998.

     In the third quarter, the Company entered into a 5-year technology,
development and supply agreement between its LMT subsidiary and Nokia. Nokia's
Trans European Trunked Radio product lines proposes to 


                               20
<PAGE>

incorporate key components of the Company's proprietary LM Technology. The 
TETRA standard is the only European standard for digital professional mobile 
radio.

     South Korea's Kukjae Electronics, Ltd. Co. ("Kukjae"), one of Korea's
leading manufacturers of mobile radio equipment, agreed in February 1998, to
adopt the Company's patented LM Technology. The agreement, which was entered
into in February 1998, allows Kukjae to manufacture and sell LM-compatible radio
products and operate narrowband radio networks based on LM Technology. Product
distribution will include Korea and potentially other Asian markets. Pursuant to
the agreement, the Company provided Kukjae with the equipment and technical
assistance needed to develop a demonstration system to introduce LM Technology
to Korean industry, academic and government authorities. The demonstration
period has not yet been sufficient to determine the financial impact of this
agreement on the Company.

COST OF GOODS AND SERVICES PROVIDED AND GROSS PROFIT MARGIN

     OVERVIEW

     Total cost of revenues decreased by $12,109,000 (or 30.6%) from $39,585,000
(12 months of Radiocoms and 10 months of non-Radiocoms) to $27,476,000. Gross
Margin increased by $5,479,000 (or 203%) from $2,699,000 to $8,178,000.


     COST OF PRODUCT SALES

     The cost of product sales decreased by $17,704,000 from $37,846,000 (98%
sales) to $20,142,000 (71% sales). Cost of sales as a percentage of sales was
favorably impacted by improved manufacturing cost controls and the growing
strength of the U.S. Dollar against the Japanese Yen, providing reductions in
the cost of products purchased in Japan. Gross Margin increased by $7,607,000
from $760,000 (2% sales) to $8,367,000 (29% sales).


     COST OF SERVICE PROVIDED

     The cost of service provided increased by $5,595,000 from $1,739,000 in
fiscal 1997 (47% revenues) to $7,334,000 in fiscal 1998 (103% revenues). Gross
Margin decreased by $2,128,000 from $1,939,000 (53% revenues) to a loss of
$189,000 (3% revenues).

     Cost of subscriber service revenue includes site and certain technical and
customer support expenses, net of reimbursement received from the owners of
licenses managed by the Company. Site expenses are primarily tower lease,
telephone, and insurance. Technical support includes system maintenance,
consulting fees, travel and equipment rental required for optimizing and
supporting the network of base stations. Customer support includes phone-based
assistance to subscribers. Support for additional licenses acquired from third
parties in fiscal 1998 and creation of the infrastructure to support subscribers
resulted in increases during fiscal 1998. Roamer One's site and technical
support expenses were $4,401,000 in fiscal 1998, compared to $2,084,000 for
fiscal 1997.


OTHER OPERATING EXPENSES

     SALES AND MARKETING

     Sales and marketing expenses increased by $4,146,000 (98%) from $4,214,000
in fiscal 1997 (10% revenues) (12 months of Radiocoms and 10 months of
non-Radiocoms) to $8,360,000 in fiscal 1998 (23% revenues). Sales and marketing
expenses have been increasing monthly due to the creation of a sales
organization in connection with the loading of the Roamer One Network. Sales and
marketing expenses are primarily salaries and commissions, travel, advertising
promotion, trade shows, and preparation of promotional materials.

     During fiscal 1998, the Company redirected its marketing campaign of the
Roamer One Network from a national campaign to a focused specific geographic
campaign. The intent is to reduce selling cost per subscriber while developing a
selling model that can be duplicated in other geographic areas throughout the
nation.


                               21


<PAGE>

     RESEARCH AND DEVELOPMENT

     Research and development expenses of $1,913,000 (5% revenues) for fiscal
1998 were 41% lower than the expenses of $3,266,000 (8% revenues) for fiscal
1997 (12 months of Radiocoms and 10 months of non-Radiocoms). This reduction was
due to an increased focus on high priority projects using internal resources and
a corresponding reduction in use of sub-contract and consulting labor.

     GENERAL AND ADMINISTRATIVE

     General and administrative expenses of $16,735,000 (47% revenues) for
fiscal 1998 were $58,000 higher than the expenses of $16,677,000 (39% revenues)
for fiscal 1997 (12 months of Radiocoms and 10 months of non-Radiocoms). General
and administrative expenses consist of salaries, consultants, office rent,
legal, audit, public relations and shareholder relations costs, insurance, and
recruiting.

     DEPRECIATION AND AMORTIZATION

     Depreciation of fixed assets and amortization of the intangible assets
related to the acquisition of all the issued and outstanding common stock of
Radiocoms (the "Radiocoms Acquisition") and the acquisition from Midland
International Corporation, a wholly-owned subsidiary of Simmonds Capital
Limited, its U.S. land mobile radio distribution business, and certain of its
assets ("the Midland Transaction") were $6,711,000 and $4,480,000, respectively,
for fiscal years 1998 and 1997 (12 months of Radiocoms and 10 months of
non-Radiocoms). The 50% increase in depreciation and amortization expense for
fiscal 1998 from that reported in fiscal 1997 results from the inclusion of
additional Roamer One and Midland USA, Inc. ("MUSA") plant and equipment in
fiscal 1998, together with a full year of amortization of the intangible assets
related to the Radiocoms Acquisition which did not begin until December 3, 1996.

     RESTRUCTURING CHARGES

     During the third quarter of fiscal 1998, the Company recorded a
restructuring charge of approximately $1.6 million related to planned staff
reductions, termination of lease costs associated with the consolidation of
office space and site leases, and equipment removal costs.

     In conjunction with the restructuring, the Company has decided to eliminate
and deconstruct certain sites that are not deemed essential to the Company's
growth strategy, consolidate office space and reduce the number of associated
sales force. In addition, the Company has consolidated financial and customer
service functions at its headquarters in Kansas City, Missouri to gain
efficiencies and economies of scale.

     During the fourth quarter of 1998, approximately $200,000, primarily
severance, was charged against the restructuring reserve resulting in a
remaining balance of $1.4 million at September 30, 1998. The remaining amount of
the restructuring reserve is expected to be utilized during fiscal 1999.

     IMPAIRMENT OF LONG-LIVED ASSETS

     The Company continually evaluates whether events and circumstances have
occurred that indicate the remaining useful life of long-lived and intangible
assets might warrant revision or that the remaining balance of these assets may
not be recoverable. The Company evaluates the recoverability of its long-lived
and intangible assets by measuring the carrying amount of the assets against the
estimated undiscounted future cash flows associated with those assets. At the
time such evaluations indicate that the future undiscounted cash flows of
certain long-lived and intangible assets are not sufficient to recover the
carrying value of such assets, the assets are adjusted to their estimated fair
values.

     During the fourth quarter of 1998, the Company determined that the recovery
of the carrying value of its goodwill related to the Radiocoms Acquisition is
unlikely. Accordingly, the Company recorded a non-cash charge of $34.4 million
to write-off the goodwill.

                               22
<PAGE>

OPERATING LOSS

     Intek's operating loss including charges for restructuring and impairment
of long-lived assets was $61,542,000 for fiscal 1998, compared to a loss of
$25,938,000 for fiscal 1997 (12 months of Radiocoms and 10 months of
non-Radiocoms). In addition to a fiscal 1998 restructuring charge of $1,613,000
and a $34,388,000 write-off of goodwill, the loss was due to growth in
subscriber revenue not being sufficient to offset the cost of the Roamer One
Network's infrastructure and subscriber acquisition cost, as well as from
product shortages caused by late deliveries of a new line of radios from a major
supplier.

INTEREST EXPENSE

     Interest expense for fiscal 1998 was $2,862,000 compared to $2,894,000 for
fiscal 1997 (12 months of Radiocoms and 10 months of non-Radiocoms). Of the
total, $141,000 related to borrowings from third parties and $2,721,000 related
to borrowings from Securicor (of which $1,233,000 was added to principal and the
balance is accrued).

NET LOSS

     The consolidated net loss after taxes for the year ended September 30, 1998
was $64,419,000. The net loss before charges for restructuring and impairment of
long-lived assets was $28,418,000. The net loss for the year ended September 30,
1997 was $26,999,000 including Radiocoms for the entire year and Roamer One,
MUSA and corporate for the ten months ended September 30, 1997

PREFERRED DIVIDENDS

     Pursuant to the terms of the Radiocoms Acquisition, $20 million of
intercompany balances between Radiocoms and Securicor were converted into 20,000
shares of Radiocoms preferred stock with a par value of $1 per share. The
intercompany balance in excess of the redemption value of the Radiocoms
preferred shares was contributed to the capital account of Radiocoms. The
preferred shares must be redeemed on June 30, 2006 and bear a dividend rate of
6%. Dividends of $1,000,000 and $1,200,000 were accrued and contributed to the
capital account in fiscal 1997 1998 respectively.

     Effective March 1, 1998, Securicor purchased, pursuant to a Preferred Stock
Purchase Agreement dated December 29, 1997, 12,408 shares of Series A
Convertible Preferred Stock (the "Series A Preferred Stock") for $12,408,000.
Proceeds from the sale of the Series A Preferred Stock were applied against the
principal balance of the December 1997 Facility. The liquidation value of the
Series A Preferred Stock is $1,000 per share and par value is $.001 per share.
Dividends accrue at the rate of eleven and one-half (11 1/2%) percent of the
original issue price of $1,000 per share and are cumulative. The holder of the
Series A Preferred Stock has the right to convert the Series A Preferred Stock
into shares of Common Stock if the market price of Common Stock exceeds $6.00
for 20 consecutive trading days. Intek may cause the Series A Preferred Stock to
be converted if the market price is or exceeds $9.00 for 20 consecutive trading
days. The holder of the Series A Preferred Stock has the right to convert the
Series A Preferred Stock into shares of Common Stock if Intek does not redeem
the Series A Preferred Stock by June 30, 2003. The Series A Preferred Stock is
subject to adjustments for stock dividends, stock splits or share combinations
of Common Stock or distribution of a material portion of Intek's assets to the
holders of Common Stock. The Series A Preferred Stock does not have voting power
except as provided by Delaware corporate law. During fiscal 1998, Intek accrued
dividends totaling $844,000 which are included in the total Intek Global
preferred stock balance at September 30, 1998 of $13.3 million.

LOSS APPLICABLE TO COMMON SHAREHOLDERS

     After deducting dividends on preferred stock, the loss applicable to common
shareholders for the year ended September 30, 1998 was $66,463,000, compared to
the loss $27,999,000 for the year ended September 30, 1997. After adjusting
fiscal 1998 for the restructuring charge and write-off of goodwill, the net loss
applicable to 

                               23
<PAGE>

Common Shareholders was $30,462,000, an increase of $2.4 million over fiscal 
1997's loss.

FISCAL 1997 COMPARED TO FISCAL 1996

REVENUES

     OVERVIEW

     Because Securicor acquired more than a 50% controlling interest in Intek
through the Radiocoms Acquisition, the Radiocoms Acquisition was treated as a
reverse acquisition for accounting purposes, with Radiocoms considered the
acquiring company, although Intek is the surviving company under corporate law.
Accordingly, the consolidated financial statements for fiscal 1997 include only
the accounts of Radiocoms and its subsidiaries prior to the date of the
acquisition (December 3, 1996) and statements for fiscal 1996 include only the
accounts of Radiocoms and its subsidiaries.

     Total revenues increased by $18,385,000 (77%) from $23,899,000 in fiscal
1996 (Radiocoms only) to $42,284,000 in fiscal 1997 (12 months of Radiocoms and
10 months of non-Radiocoms). Product sales increased by $15,610,000 (68%) from
$22,996,000 to $38,606,000 while service revenues increased by $2,775,000 (307%)
from $903,000 to $3,678,000.

     PRODUCT SALES

     Sales of products for fiscal 1997 were $38,606,000, compared to $22,996,000
for fiscal 1997. Fiscal 1997 product sales in the United States were favorably
impacted by improved deliveries of products to fill orders that had been
previously backordered by the prior owner because of working capital
limitations. Radiocoms for fiscal 1997 had a 66% increase from that reported in
fiscal 1996, primarily due to an equipment supply contract the Company obtained
from the U.K. Ministry of Defence.

     SERVICE INCOME

     Service income for fiscal 1997 was $3,678,000, compared to $903,000 for
fiscal 1996. Of this income, $717,000 in fiscal 1997 and $903,000 in fiscal 1996
was directly related to the ESU operations.


COST OF GOODS AND SERVICES PROVIDED AND GROSS PROFIT MARGIN

     OVERVIEW

     Total cost of revenues increased by $19,501,000 from $20,084,000 (Radiocoms
only) to $39,585,000 (12 months of Radiocoms and 10 months of non-Radiocoms).
Gross margin decreased by $1,116,000 (29%) from $3,815,000 (16% revenues) to
$2,699,000 (6% revenues).

     COST OF PRODUCT SALES

     The cost of product sales increased by $17,993,000 from $19,853,000 (86%
sales) in fiscal 1996 to $37,846,000 (98% sales) in fiscal 1997. Cost of sales
as a percentage of related sales was abnormally high due to the cost of certain
LM base stations sold being in excess of the related revenue received.


     COST OF SERVICES PROVIDED

     The cost of service revenues increased by $1,508,000 from $231,000 in
fiscal 1996 (26% revenues) to $1,739,000 in fiscal 1997 (47% revenues).

     Cost of subscriber revenue includes site and certain technical and customer
support expenses, net of reimbursement received from the owners of licenses
managed by the Company. Site expenses are primarily tower lease, telephone, and
insurance. Technical support includes consulting fees, travel and equipment
rental required for optimizing and supporting the network of base stations.
Customer support includes phone-based assistance to 

                               24
<PAGE>

subscribers. During fiscal 1997, a significant portion of these expenses were 
related to operation and maintenance of sites which had not been loaded with 
subscribers.

OTHER OPERATING EXPENSES

     SALES AND MARKETING

     Sales and marketing expenses increased by $2,946,000 (232%) from $1,268,000
in fiscal 1996 (5% revenues) (Radiocoms only) to $4,214,000 in fiscal 1997 (10%
revenues) (12 months of Radiocoms and 10 months of non-Radiocoms). Sales and
marketing expenses have been increasing monthly due to the creation of a sales
organization in connection with building the subscriber base on the Roamer One
Network. Sales and marketing expenses are primarily salaries and commissions,
travel, advertising promotion, trade shows, and preparation of promotional
materials.

     RESEARCH AND DEVELOPMENT

     Research and development expenses of $3,266,000 (8% revenues) for fiscal
1997 (12 months of Radiocoms and 10 months of non-Radiocoms) were not materially
different from the expenses of $3,154,000 (13% revenues) for fiscal 1996
(Radiocoms only).

     GENERAL AND ADMINISTRATIVE

     General and administrative expenses increased by $8,376,000 (101%) from
$8,301,000 (35% revenues) in fiscal 1996 (Radiocoms only) to $16,677,000 (39%
revenues) in fiscal 1997 (12 months of Radiocoms and 10 months of
non-Radiocoms). General and administrative expenses consist of salaries,
consultants, office rent, legal, audit, public relations and shareholder
relations costs, insurance, and recruiting.

     DEPRECIATION AND AMORTIZATION

     Depreciation of fixed assets and amortization of the intangible assets
related to the Radiocoms Acquisition and Midland Transaction were $4,480,000 and
$1,510,000, respectively, for fiscal years 1997 (12 months of Radiocoms and 10
months of non-Radiocoms) and 1996 (Radiocoms only). The 196.7% increase in
expense for fiscal 1997 from that reported in fiscal 1996 results from the
inclusion of Roamer One and MUSA plant and equipment in the fiscal 1997
calculation, together with the amortization of the intangible assets related to
the Radiocoms Acquisition which did not begin until December 3, 1996.

OPERATING LOSS

     Intek's operating loss was $25,938,000 for fiscal 1997 (12 months of
Radiocoms and 10 months of non-Radiocoms), compared a loss of $10,418,000 for
fiscal 1996 (Radiocoms only). The loss was due to subscriber count not being
sufficient to offset the cost of the Roamer One Network's.

OTHER INCOME (EXPENSE)

     INTEREST

     Interest expense for fiscal 1997 (12 months of Radiocoms and 10 months of
non-Radiocoms) $2,894,000 compared to $1,715,000 for fiscal 1996 (Radiocoms
only). Of the interest expense, $883,000 related to borrowings from third
parties and $1,364,000 related to borrowings from Securicor (of which $858,000
was added to principal and the balance is accrued) and $647,000 was imputed
interest on convertible debt and warrants resulting from the Company's capital
raising efforts.

                               25
<PAGE>


     GAIN ON SALE OF LONG TERM ASSETS

     During the month of December 1996, the Company sold real property relating
to a discontinued operation for a gain of $766,000. Offsetting this is a loss on
the write-down of fixed assets in the amount of $442,000.


NET LOSS

     The consolidated net loss after taxes for the year ended September 30, 1997
was $26,999,000 including Radiocoms for the entire year and Roamer One, MUSA and
corporate for the ten months ended September 30, 1997. For the year ended
September 30, 1996, the net loss (attributable only to Radiocoms) was $9,089,000

PREFERRED DIVIDENDS

     Pursuant to the terms of the Radiocoms Acquisition, $20 million of
intercompany balances between Radiocoms and Securicor were converted into 20,000
shares of Radiocoms preferred stock with a par value of $1 per share. The
intercompany balance in excess of the redemption value of the Radiocoms
preferred shares was contributed to the capital account of Radiocoms. The
preferred shares must be redeemed on June 30, 2006 and bear a dividend rate of
6%. Dividends of $1,000,000 relating to 1997 shall be paid through the issuance
of preferred shares. Dividends of $1,000,000 were accrued and contributed to the
capital account in fiscal 1997.

LOSS APPLICABLE TO COMMON SHAREHOLDERS

     After deducting unpaid dividends on preferred stock of Radiocoms held by
Securicor related to the Radiocoms Acquisition, the loss applicable to common
shareholders for the year ended September 30, 1997 was $27,999,000 (12 months of
Radiocoms and 10 months of non-Radiocoms), compared to a loss of $9,089,000 for
the year ended September 30, 1996 (Radiocoms only).

LIQUIDITY AND CAPITAL RESOURCES

     Prior to the Radiocoms Acquisition, the Company's primary historical
sources of cash were selling shares of Common Stock and other securities,
borrowing against the Company's assets, selling the assets relating to
discontinued operations, and obtaining vendor financing. Subsequent to the
Radiocoms Acquisition, the Company's primary source of cash has been borrowings
from Securicor.

     CASH FLOWS

     For the year ended September 30, 1998, the Company used $15,554,000 in cash
for operating activities, $7,130,000 was spent for capital expenditures and
$8,257,000 was spent for FCC licenses. Through its financing activities, the
Company raised approximately $15,515,000 in new debt from Securicor. The Company
also incurred $2,425,000 of short term debt of which $992,000 was related to
capital leases, $441,000 related to bank lines of credit used to repurchase
Common Stock in a private transaction and the balance was related to the
acquisition of the FCC licenses and Wireless Plus assets. Of the $1,694,000
increase in of long term debt, $1,374,000 also related to the acquisition of the
Wireless Plus assets while the balance was capital leases. The Company received
proceeds of $7,458,000 from the sale of its investment in E.F. Johnson ("EFJ") 
and repurchased $1,329,000 in Common Stock in the public market and in a 
private transaction.

     In December 1997, the Company entered into a loan agreement ("December 1997
Facility") with Securicor which replaced all prior loan agreements. The December
1997 Facility provides the Company the ability to borrow up to $29.5 million.
The December 1997 Facility bears interest at 11.5% per annum, payable at June
30, 2003. Interest is accrued each month, and on June 30 of each year, is to be
added to the principal amount outstanding. Principal payments are to be $0.5
million per month for 12 months beginning July 1, 2001, $1.0 million per month
for 11 months beginning July 1, 2002, with the remaining balance due and payable
on June 30, 2003. The obligations under the December 1997 Facility can be
prepaid by the Company at any time in $1.65 million 


                               26
<PAGE>

increments without penalty. The December 1997 Facility has to be repaid if 
Securicor ceases to be the beneficial owner of more than 50 percent of Intek 
common stock as a result of any transaction except the direct or indirect 
transfer of the Intek common stock by Securicor and also is subject to 
mandatory prepayments at the rate of 50 percent of the net proceeds of any 
financing by the Company exceeding $8.0 million. At September 30, 1998, the 
amount payable under the December 1997 Facility totaled $30.7 million, 
consisting of original principal borrowings of $29.5 million and capitalized 
interest of approximately $1.2 million.

     Effective March 31, 1998, Securicor purchased, pursuant to a Preferred
Stock Purchase Agreement dated December 29, 1997, 12,408 shares of Series A
Convertible Preferred Stock (the "Series A Preferred Stock") for $12.4 million.
Proceeds from the sale of the Series A Preferred Stock were applied against the
principal balance of the December 1997 Facility. The liquidation value of the
Series A Preferred Stock is $1,000 per share and par value is $.001 per share.
Dividends accrue at the rate of eleven and one-half percent (11 1/2%) of the
original issue price of $1,000 per share and are cumulative. The holder of the
Series A Preferred Stock has the right to convert the Series A Preferred Stock
into shares of Common Stock if the market price of Common Stock exceeds $6.00
for 20 consecutive trading days. Intek may cause the Series A Preferred Stock to
be converted if the market price is or exceeds $9.00 for 20 consecutive trading
days. The holder of the Series A Preferred Stock has the right to convert the
Series A Preferred Stock into shares of Common Stock if Intek does not redeem
the Series A Preferred Stock by June 30, 2003. The Series A Preferred Stock is
subject to adjustments for stock dividends, stock splits or share combinations
of Common Stock or distribution of a material portion of Intek's assets to the
holders of Common Stock. The Series A Preferred Stock does not have voting power
except as provided by Delaware corporate law.

     During fiscal 1997, the Company received stock of Transcrypt International
in exchange for its investment in EFJ. At September 30, 1997, this investment
was classified as available for sale and was recorded at its fair value at that
date. During the first quarter of fiscal 1998, the Company disposed of its
investment in Transcrypt International, receiving net cash proceeds of
approximately $7,400,000. The difference between the proceeds and the carrying
value of $10,000,000 was reimbursed during the second quarter of fiscal 1998 by
Securicor.

     During the third quarter of fiscal 1998, the Company recorded a
restructuring charge of approximately $1.6 million related primarily to planned
staff reductions, termination of leases associated with the consolidation of
office space and site leases, and equipment removal costs. In conjunction with
the restructuring, the Company has decided to eliminate and deconstruct certain
sites that are not deemed essential to the Company's growth strategy,
consolidate office space and reduce the number of associated sales force. In
addition, the Company has consolidated financial and customer service functions
at its headquarters in Kansas City, Missouri to gain efficiencies and economies
of scale. During the fourth quarter of 1998, approximately $200,000, related
primarily to severance payments, was charged against the restructuring reserve
resulting in a remaining balance of approximately $1.4 million at September 30,
1998. The remaining amount of the restructuring reserve is expected to be
utilized during fiscal 1999.

     During the fourth quarter of fiscal 1998, Intek sold non-core, U.K.-based
land mobile radio distribution and maintenance assets ("ESU Assets") to
Securicor Information Systems Limited ("SIS"), a subsidiary of Securicor. The
sale price for the ESU Assets was $8,500,000 resulting in a gain of $3,055,000.

     In December 1997, MUSA entered into a revolving credit agreement ("Credit
Agreement") with a non-bank lender. The Credit Agreement makes available $5.0
million through December 1999. Borrowings under the Credit Agreement are secured
by the assets of MUSA and bear interest at 1.5 percent above the lender's base
rate (as defined). The Credit Agreement contains, among other covenants, a
covenant relating to leverage, limitations on MUSA's ability to repay
intercompany indebtedness and repayment provisions related to change in control
of MUSA. The Company uses the Credit Facility for issuance of letter of credit
commitments on behalf of MUSA, and for borrowings for working capital. As of
September 30, 1998, there was indebtedness of approximately $0.7 million under
this new line of credit.

     INVESTMENTS

     The Company has invested a significant portion of its capital in the
equipment and licenses necessary to construct the Roamer One Network.
Additionally, the Company has invested significantly in inventory for the 220
MHz market either for sale to third parties or to be used to expand the Roamer
One Network.


                               27

<PAGE>

     In August 1998, the Company entered into an agreement with National 
Rural Telecommunications Cooperative, subsequently amended in November 1998, 
pursuant to which the Company, through its wholly-owned subsidiary, ILAC, and 
NRTC agreed to participate jointly in the recent FCC auction for certain 
Phase II licenses in the 220-222 MHz band (the "Licenses"). The agreement 
provides for the purchase by ILAC of certain Licenses in the auction on a 
cost-sharing basis and the post-auction partitioning and disaggregation of 
awarded Licenses between NRTC and ILAC. As a result of the recently concluded 
auction, ILAC will be awarded two 10-channel nationwide, seven 15-channel 
regional, and 172 10-channel EA, or local, Business Radio airwave Licenses at 
a total cost of approximately $12.2 million. The Company will assign one 
nationwide and certain EA Licenses to NRTC, disaggregate six regional and one 
EA Licenses and partition certain EA Licenses to NRTC. ILAC's portion of the 
cost for Licenses awarded in the Auction is approximately $6.6 million. In 
addition, ILAC has incurred a penalty charge of $57,200 for withdrawn high 
bids on Licenses subsequently awarded at lower bids during the Auction and 
has been assessed an additional holdback charge of $25,602 for withdrawn high 
bids with respect to Licenses which were not awarded during the Auction. If 
such Licenses are subsequently awarded in a later auction (which is presently 
scheduled to commence June 15, 1999) at a price equal to or greater than the 
withdrawn ILAC bid price, ILAC would be entitled to a return of this holdback 
charge. However, if such Licenses are subsequently awarded at less than the 
ILAC withdrawn high bid price, ILAC would be liable for the difference, which 
the Company estimates its total contingent liability with respect to such 
Licenses to be approximately an additional $853,403. At September 30, 1998, 
the Company was reflecting a deposit related to the auction of approximately 
$1.8 million in the accompanying consolidated balance sheets.

     In August 1998, the Company entered into an asset purchase agreement (the
"Purchase Agreement") with ComTech Communications, Inc. ("ComTech"), to purchase
eleven licenses granted by the FCC in the 220-222 MHz band spectrum (the
"Licenses") and certain equipment and other personal property, subscription
contracts, accounts and lists and management and purchase option agreements
relating to the Licenses which were owned by ComTech. The purchase price is
$458,039, with $50,000 payable upon execution of the Purchase Agreement and the
balance payable upon the final transfer of the Licenses to the Company by the
FCC in the form of a three-year promissory note of the Company in the amount of
$408,039 and bearing interest at the rate of 9% per annum. The Company will
receive a credit of $41,640 against the purchase price for each License that is
not so transferred to the Company. As part of the same transaction, the 
Company and ComTech entered into a management agreement pursuant to which 
Company manages the systems subject to ComTech's supervision and control 
until the final transfer of the Licences to the Company by the FCC.

     In addition to the transactions described above, Roamer One and ComTech
entered into a letter of intent and resale agreement in September 1998 to
provide for the purchase by Roamer One of a 5-channel Phase I national FCC
License from ComTech and the design and construction of a national network by
Roamer One using the License's frequencies for the provision of paging services
and two-way land mobile radio services. Under the resale agreement, Roamer One
is required to design and construct the radio system to resell airtime on the
network. The equipment used for the base station transmitters will be leased by
ComTech from MUSA under a separate equipment lease agreement. Under the resale
agreement, Roamer One is responsible for all operating expenses, including site
leases and taxes, and has agreed to pay ComTech, initially, $284 per month for
each channel of any radio system operated by Roamer One to resell airtime on the
network. Effective as of May 1, 1998, and through June 30, 1999, Roamer One will
pay ComTech the greater of $284 per month per channel in operation or $39,760
per month, and as of July 1, 1999, for the remaining term of the resale
agreement, Roamer One will pay ComTech the greater of $284 per month per channel
in operation or $37,500 per month. The Purchase Agreement may be terminated by
either party if the FCC has not granted any of the Assignment Applications with
respect to Licenses sought to be acquired by the Company from ComTech by March
1, 1999. A termination of the Purchase Agreement terminates the Management
Agreement between the Company and ComTech. The Equipment Lease Agreement between
Midland and ComTech may be terminated upon 30 days notice by either party and
certain other events. The resale agreement between ComTech and Roamer One may be
terminated by Roamer One during the period January 4, 1999 through January 15,
1999 upon notice to ComTech. The Company is evaluating its options under this
agreement as a result of its recent success in the FCC auction. In the event the
Company terminates the agreement, the agreement provides that Roamer One will be
obligated to make certain payments to ComTech.

                                      28
<PAGE>

     FUTURE CAPITAL NEEDS AND RESOURCES

     In the future, the Company will require capital to build sites for the
Roamer One Network, perform other upgrading functions to the current network,
and, to fund operating expenses. The requirement for future working capital will
be driven and highly dependent on the rate of loading subscribers (with mobile
radios) onto the Roamer One Network and the capital requirements of the
Company's distributing, manufacturing and research and development subsidiaries.

     The Company and NRTC entered into a Master Distribution Agreement, dated
September 4, 1998 (the "Distribution Agreement"), to provide for the appointment
of NRTC and the members of its cooperative ("Members") as distributors to
purchase LM-based equipment (the "Contract Products") from the Company for
resale to their customers in certain exclusive geographic areas. The
Distribution Agreement targets the sale of approximately $50 million of Contract
Products to NRTC and its Members over the first five years of the Distribution
Agreement, and as of December 1, 1998, NRTC and its Members have placed orders
for approximately $5 million of Contract Products. NRTC and each of its Members
will be authorized to use the "RoameR One" trademark and trade name in
connection with resales of the Contract Products to their customers and may
further elect to obtain the exclusive right to such use in designated geographic
areas for an annual royalty fee ranging from $15,000 to $25,000, depending on
the number of base stations constructed. The Distribution Agreement permits NRTC
and its Members to purchase the Contract Products at the lowest rate quoted or
charged by MUSA to any of its dealers or customers within the U.S. and also
provides for a 0.5% discount on future purchases of Contract Products, if the
amount of such purchases for the preceding year exceeds $10 million. In
addition, NRTC has been granted stock options to purchase up to 200,000 shares
of the Company's common stock and has been given conditional grants to purchase
up to 1,050,000 additional shares of the Company's common stock. The conditional
stock options will vest to NRTC, incrementally, based on the amount of Contract
Products purchased over the term of the Distribution Agreement. The exercise
price of stock options vested in the first two years is the lower of (a) $3.00
per share or (b) the average closing price for the 20 trading days immediately
preceding the exercise date and the exercise price of options vested after the
first two years is the average closing price for the 20 trading days immediately
preceding the exercise date.

     In December 1998, the Company entered into an additional financing
arrangement for $25 million with Securicor. The arrangement provides that
amounts outstanding bear interest at 11.5%, payable quarterly in cash or
deferred at the Company's discretion, and is due December 31, 1999. Outstanding
debt under the arrangement is convertible at any time at Securicor's discretion
into the Company's common stock at various conversion prices. The conversion
price for the first $12.5 million of amounts outstanding will be the average
closing price for the last 20 trading days prior to the date the Company's Board
of Directors approved the arrangement and the next $12.5 million of amounts
outstanding will be set at the average closing price of the Company's common
stock for the 20 trading days prior to the date of each draw by the Company
comprising that amount.

     The management of the Company believes that, with the new $25 million
financing agreement entered into with Securicor on December 16, 1998, the
Company's current available capital is sufficient to fund its fiscal 1999
operations. However, if negative events occur in fiscal 1999 and subsequent to
fiscal 1999, the Company will require additional cash resources to fund
operations. There can be no assurance that additional financing will be
available on reasonable terms or at all.


EFFECTS OF INFLATION

     The Company was not affected in any material respect by inflation during
fiscal 1998, 1997 or 1996.

YEAR 2000

     The Year 2000 ("Y2K") issue is the result of computer programs using a
two-digit format, as opposed to four digits, to indicate the year. Such computer
systems will be unable to interpret dates beyond the year 1999, which would
cause a system failure or other computer errors, leading to disruptions in
operations. In fiscal 1998, the Company developed a three-phase program for Y2K
information systems compliance. Phase I is to identify those systems with which
the Company has exposure to Y2K issues. Phase II is the development and
implementation of action plans to be Y2K compliant in all areas by the end of
the second quarter of fiscal 1999. Phase III, to be 

                                      29
<PAGE>

completed by mid-1999, is the final testing of each major area of exposure to 
ensure compliance. The Company has identified three major areas determined to 
be critical for successful Y2K compliance; (1) financial and informational 
system applications, (2) manufacturing applications and (3) third-party 
relationships.

     The Company, in accordance with Phase I of the program, has conducted an 
internal review of all systems and is contacting all software suppliers to 
determine major areas of exposure to Y2K issues. In the financial and 
information system area, a number of applications have been identified as 
being Y2K compliant due to their recent implementation. The Company's core 
financial and reporting systems are Y2K compliant. One subsidiary's billing 
software is not compliant and will be replaced. A number of alternatives have 
already been identified and the replacement software will be installed by 
March 31, 1999. In the manufacturing area, the Company has identified areas 
of exposure. While the Company has the ability to produce its own core 
products, and has assurances from major third party suppliers that Y2K issues 
are being addressed, if suppliers of parts and components for production are 
adversely affected by Y2K issues, there can be no assurance that supply of 
products will not be affected. In the third-party manufacturing area, the 
Company has contacted most of its major suppliers. Most of these parties 
state that they are or intend to be Y2K compliant by 2000. Other suppliers 
who are not Y2K compliant by June 1999 will be replaced if, in Management's 
opinion, continuity of supply of products or services is in jeopardy. In all 
areas the Company plans to create contingency plans in the first half of 1999 
for those functions that it identifies as most susceptible to disruption. 
There can be no assurance that these contingency plans will successfully 
avoid service disruption.

     The Company believes that the total cost to be incurred to become compliant
in all areas will not exceed $800,000.


ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     The Company's market risk exposure is the potential loss arising from
changes in interest rates and its impact on foreign currency rate fluctuations.

     Exposure to variability in foreign currency exchange rates (primarily
Japanese Yen) relating to foreign purchase commitments is managed periodically
through the use of hedges. The Company does not enter into any derivative
transactions for speculative purposes. The sensitivity of earnings and cash
flows to variability in exchange rates is assessed by applying an appropriate
range of potential rate fluctuations to the Company's assets, obligations and
projected results of operations denominated in foreign currency. Based on the
Company's overall foreign currency rate exposure at September 30, 1998,
movements in foreign currency rates would not materially affect the financial
position of the Company. As of September 30, 1998, the Company had outstanding
forward exchange contracts to exchange Japanese Yen for U.S. dollars in the
amount of $1,270,000.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The financial statements required by Item 8 are set forth at the pages
indicated in Item 14 (a)(1) and (2). The Company is not required to include the
supplementary data set forth in Item 8.


ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE.

     None.

                                      30

<PAGE>


                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The information required in this item is incorporated by reference to
"Proposal 1: Elect Six Directors", "The Executive Officers", and "Did Directors,
Executive Officers and Greater-Than-10% Stockholders Comply with Section 16(a)
Beneficial Ownership Reporting in 1998" contained in the Proxy Statement which
will be filed with the Commission within 120 days of the end of the fiscal year
covered by this report.


ITEM 11. EXECUTIVE COMPENSATION

     The information required in this item is incorporated by reference to the
Proxy Statement, including but not limited to, "Information about Directors and
Executive Officers," "Employment Agreement with Chief Executive Officer,"
"Employment Agreement with Certain Executive Officers," and "Performance Graph,"
contained in the Proxy Statement, which will be filed with the Commission within
120 days of the end of the fiscal year covered by this report.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The information required in this item is incorporated by reference to
"Information About Intek Common Stock Ownership" contained in the Proxy
Statement, which will be filed with the Commission within 120 days of the end of
the fiscal year covered by this report.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The information required in this item is incorporated by reference to
"Certain Relationships and Related Transactions" contained in the Proxy
Statement, which will be filed with the Commission within 120 days of the end of
the fiscal year covered by this report.

                                      31

<PAGE>

                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K

<TABLE>
(a)  FINANCIAL STATEMENTS AND SCHEDULES                                                               Page
<S>                                                                                                   <C>
     (1)  The following financial statements are included in this Annual Report:

          Report of Independent Public Accountants for the years ended September 30,
          1998 and 1997                                                                                 F-1

          Report of Independent Auditors for the year ended September 30, 1996                          F-2

          Consolidated Statements of Operations and Comprehensive Income (Loss) for the
          years ended September 30, 1998, 1997 and 1996.                                                F-3

          Consolidated Balance Sheets at September 30, 1998 and 1997.                                   F-4

          Consolidated Statements of Shareholders' Equity (Deficit) for the years ended
          September 30, 1998, 1997 and 1996.                                                            F-5

          Consolidated Statements of Cash Flows for the years ended September 30, 1998,
          1997 and 1996.                                                                                F-6

          Notes to Consolidated Financial Statements                                            F-7 to F-28

     (2)  Financial Statement Schedules:

          Report of Independent Public Accountants                                                        i

          Report of Independent Auditors                                                                 ii

          Schedule II - Valuation and Qualifying Accounts                                               iii
</TABLE>

(b)  REPORTS ON FORM 8-K

     None.

(c)  EXHIBITS

     See Index to Exhibits of this Annual Report on Form 10-K for a list of 
Exhibits filed with this Annual Report.

                                      32

<PAGE>


                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized, on December 21,
1998.

                                INTEK GLOBAL CORPORATION

                                By: /s/ Robert J. Shiver
                                    -----------------------------------------
                                    Robert J. Shiver
                                    Chief Executive Officer and Chairman
                                    (Principal Executive Officer)


                                By: /s/ George A. Valenti
                                    -----------------------------------------
                                    George A. Valenti
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated:

        SIGNATURES                   TITLE                         DATE
        ----------                   -----                         ----

/s/ Robert J. Shiver        Chief Executive Officer and     December 21, 1998
--------------------------  Chairman
Robert J. Shiver            

/s/ Howard Frank            Director                        December 21, 1998
--------------------------
Howard Frank

/s/ Robert Kelly            Director                        December 21, 1998
--------------------------
Robert Kelly

/s/ Eli Noam                Director                        December 21, 1998
--------------------------
Eli Noam

/s/ John Wareham            Director                        December 21, 1998
--------------------------
John Wareham

/s/ Steven L. Wasserman     Secretary and Director          December 21, 1998
--------------------------
Steven L. Wasserman

/s/ Roger Wiggs             Director                        December 21, 1998
--------------------------
Roger Wiggs

/s/ Michael G. Wilkinson    Director                        December 21, 1998
-------------------------- 
Michael G. Wilkinson

                                      33

<PAGE>


                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Board of Directors of Intek Global Corporation:

We have audited the accompanying consolidated balance sheets of Intek Global
Corporation (a Delaware corporation) and subsidiaries as of September 30, 1998
and 1997, and the related consolidated statements of operations and
comprehensive income (loss), shareholders' equity (deficit) and cash flows for
the year ended September 30, 1998, and the related consolidated statements of
operations and comprehensive income (loss), shareholders' equity (deficit) and
cash flows for the year ended September 30, 1997 (See Note 2), consisting of the
statements of operations and comprehensive income (loss), shareholders' equity
(deficit) and cash flows for Securicor Radiocoms Limited, predecessor
corporation in the continuing business of Intek Global Corporation and
subsidiaries for the period from October 1, 1996 through December 2, 1996
(Pre-Reverse Acquisition), and the statements of operations and comprehensive
income (loss), shareholders' equity (deficit) and cash flows of Intek Global
Corporation and subsidiaries for the period from December 3, 1996 through
September 30, 1997 (Post-Reverse Acquisition). These financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Intek Global Corporation and
subsidiaries as of September 30, 1998 and 1997, and the results of their
operations and their cash flows for the years then ended in conformity with
generally accepted accounting principles.




                                               ARTHUR ANDERSEN LLP

Kansas City, Missouri,
December 16, 1998


                                       F-1
<PAGE>

                         REPORT OF INDEPENDENT AUDITORS

To the Board of Securicor Radiocoms Limited:

We have audited the accompanying statements of operations and comprehensive
income (loss) and cash flows of Securicor Radiocoms Limited (predecessor company
to Intek Global Corporation) for the year ended September 30, 1996. These
financial statements are the responsibility of the Radiocoms' management. Our
responsibility is to express an opinion on these financial statements based on
our audit.

We conducted our audit in accordance with generally accepted auditing standards
in the United Kingdom which are substantially the same as those used in the
United States of America. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the results of operations and cash flows of Securicor
Radiocoms Limited for the year ended September 30, 1996, in conformity with
generally accepted accounting principles used in the United States of America.



London, England                                       BAKER TILLY
24 January 1997                                       Chartered Accountants


                                       F-2
<PAGE>


                            INTEK GLOBAL CORPORATION
                   RADIOCOMS INCLUDED FROM OCTOBER 1, 1995 AND
        INTEK, ROAMER ONE, AND MIDLAND USA INCLUDED FROM DECEMBER 3, 1996

             CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE
                INCOME (LOSS) ($'s in thousands, except share and
                               per share amounts)

<TABLE>
<CAPTION>
                                                                                        Years ended September 30,
                                                                                -----------------------------------------
                                                                                    1998          1997           1996
                                                                                ------------  ------------   ------------
<S>                                                                             <C>           <C>            <C>
Revenues
    Net product sales                                                           $     28,509  $     38,606   $     22,996
    Service income                                                                     7,145         3,678            903
                                                                                ------------  ------------   ------------
Total revenues                                                                        35,654        42,284         23,899

Costs and expenses:
    Cost of product sales                                                             20,142        37,846         19,853
    Cost of services provided                                                          7,334         1,739            231
    Sales and marketing                                                                8,360         4,214          1,268
    Research and development                                                           1,913         3,266          3,154
    General and administrative                                                        16,735        16,677          8,301
    Depreciation and amortization                                                      6,711         4,480          1,510
    Restructuring charges                                                              1,613             -              -
    Impairment of long-lived assets                                                   34,388             -              -
                                                                                ------------  ------------   ------------
Operating loss                                                                       (61,542)      (25,938)       (10,418)

Other income (expense):
    Interest                                                                          (2,862)       (2,894)        (1,715)
    Gain on sale of long term assets                                                       -           324              -
    Other                                                                                (15)          351              -
                                                                                ------------  ------------   ------------

Loss before income taxes                                                             (64,419)      (28,157)       (12,133)
Income tax benefit                                                                         -         1,158          3,044
                                                                                ------------  ------------   ------------

Net loss                                                                             (64,419)      (26,999)        (9,089)
Less preferred dividends                                                              (2,044)       (1,000)             -
                                                                                ------------  ------------   ------------

Net loss applicable to common shareholders                                      $    (66,463) $    (27,999)  $     (9,089)

Other comprehensive income (loss):
    Foreign currency translation adjustments, net of tax                                 186        (2,588)           749
                                                                                ------------  ------------   ------------

Comprehensive income (loss)                                                     $    (66,277) $    (30,587)  $     (8,340)
                                                                                ------------  ------------   ------------
                                                                                ------------  ------------   ------------

Net loss per share applicable to common shareholders (basic & diluted)          $      (1.58) $      (0.74)  $      (0.36)
                                                                                ------------  ------------   ------------
                                                                                ------------  ------------   ------------

Weighted average number of common shares outstanding (basic & diluted)            42,151,142    37,885,371     25,000,000
                                                                                ------------  ------------   ------------
                                                                                ------------  ------------   ------------
</TABLE>


  The accompanying notes are an integral part of these consolidated statements


                                      F-3
<PAGE>

                            INTEK GLOBAL CORPORATION
                           CONSOLIDATED BALANCE SHEETS
             ($'s in thousands, except share and per share amounts)
<TABLE>
<CAPTION>
                                                                                               September 30,
                                                                                      -----------------------------
                                                                                         1998                1997
                                                                                      ---------           ---------
<S>                                                                                   <C>                 <C>
CURRENT ASSETS:
    Cash and cash equivalents                                                         $   5,719           $   1,909
    Marketable securities                                                                     -               8,148
    Accounts receivable, net of allowance for doubtful accounts
      of $993 in 1998 and $863 in 1997                                                    3,870               6,488
    Inventories                                                                          17,677              12,289
    Deposits                                                                              1,750                   -
    Amounts due from related parties                                                        396               4,701
    Prepaid expenses and other current assets                                             1,796                 894
                                                                                      ---------           ---------
    Total current assets                                                                 31,208              34,429
                                                                                      ---------           ---------

PROPERTY AND EQUIPMENT, NET                                                              23,569              21,555

OTHER ASSETS:
    Note receivable                                                                         580                 556
    Intangible assets, net                                                               20,961              48,340
    Inventory-long term                                                                   3,189               6,980
    Other                                                                                   607                 705
                                                                                      ---------           ---------
    Total other assets                                                                   25,337              56,581
                                                                                      ---------           ---------
TOTAL ASSETS                                                                          $  80,114           $ 112,565
                                                                                      ---------           ---------
                                                                                      ---------           ---------

CURRENT LIABILITIES:
    Accounts payable                                                                  $   7,062           $   6,110
    Amounts due to related parties                                                        2,499               2,005
    Accrued liabilities                                                                   7,420               3,928
    Deferred income                                                                           -                 977
    Notes payable - third party                                                           3,299                 120
                                                                                      ---------           ---------
    Total current liabilities                                                            20,280              13,140
                                                                                      ---------           ---------
LONG TERM DEBT:
    Notes payable - third party                                                           2,038                   -
    Notes payable - related party                                                        30,733              24,223
    Other                                                                                    65                 354
                                                                                      ---------           ---------
    Total long term debt                                                                 32,836              24,577
                                                                                      ---------           ---------
PREFERRED STOCK - Mandatorily Redeemable                                                 35,452              21,000
                                                                                      ---------           ---------
COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY (DEFICIT)
    Common stock, $.01 par value, 60,000,000 shares authorized
      43,305,620 and 42,398,096 shares issued at 1998 and 1997, respectively                433                 424
    Capital in excess of par value                                                      108,471             105,220
    Treasury stock, at cost, 1,002,582 and 465,582 shares at
      1998 and 1997, respectively                                                        (2,099)               (770)
    Accumulated deficit                                                                (113,618)            (49,199)
    Currency translation adjustment                                                      (1,641)             (1,827)
                                                                                      ---------           ---------
    Total shareholders' equity (deficit)                                                 (8,454)             53,848
                                                                                      ---------           ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                            $  80,114           $ 112,565
                                                                                      ---------           ---------
                                                                                      ---------           ---------
</TABLE>

        The accompanying notes are an integral part of these consolidated
                                 balance sheets

                                      F-4
<PAGE>

                            INTEK GLOBAL CORPORATION
                   RADIOCOMS INCLUDED FROM OCTOBER 1, 1995 AND
        INTEK, ROAMER ONE, AND MIDLAND USA INCLUDED FROM DECEMBER 3, 1996

            CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT)
                        ($'s in thousands, except shares)

                  Years ended September 30, 1998, 1997 and 1996

<TABLE>
<CAPTION>
                                                                     Capital                               Currency       Total
                                                                        In                                  Trans-        Share-
                                                Common Stock          Excess         Treas-                 lation       holders'
                                          ----------------------      of Par          ury     Accumulated   Adjust-       Equity
                                             Shares       Amount      Value          Stock      Deficit      ment        (Deficit)
                                          ------------  ----------  ------------  ----------  -----------  ---------   ------------
<S>                                       <C>           <C>         <C>           <C>         <C>          <C>         <C>        
BALANCE SEPTEMBER 30, 1995                     100,000  $     250   $      (100)  $        -  $   (13,111) $      12   $   (12,949)
Net loss                                             -          -             -            -       (9,089)         -        (9,089)
Foreign currency translation
  adjustments                                        -          -             -            -            -        749           749
                                          ------------  ---------   -----------   ----------  -----------    -------   -----------
BALANCE SEPTEMBER 30, 1996                     100,000        250          (100)           -      (22,200)       761       (21,289)

Eliminate stock of Radiocoms                  (100,000)      (250)          100            -            -          -          (150)
Purchase Radiocoms for stock                25,000,000        250        84,982            -            -          -        85,232
Intek shares December 3, 1996               14,239,416        142        26,383         (770)     (11,025)         -        14,730
Intek loss October 1, 1996
  through December 3, 1996                           -          -             -            -       (3,407)         -        (3,407)
Eliminate Intek historic deficit                     -          -       (14,432)           -       14,432          -             -
Adjust shares for Midland assets              (155,000)        (1)         (644)           -            -          -          (645)
Imputed interest on warrants                         -          -           652            -            -          -           652
Shares issued for loan extension fee            34,000          -           203            -            -          -           203
Exercise of warrants                         1,758,776         18         6,495            -            -          -         6,513
Write off deferred financing cost
  related to note converted to stock                 -          -          (215)           -            -          -          (215)
Shares issued for interest                      14,602          -            60            -            -          -            60
Shares issued for equipment purchase         1,206,302         12         2,176            -            -          -         2,188
Employee stock grant                           300,000          3           560            -            -          -           563
Preferred stock dividends                            -          -        (1,000)           -            -          -        (1,000)
Net loss                                             -          -             -            -      (26,999)         -       (26,999)
Foreign currency translation
  adjustments                                        -          -             -            -            -     (2,588)       (2,588)
                                          ------------  ---------   -----------   ----------  -----------    -------   -----------
BALANCE SEPTEMBER 30, 1997                  42,398,096        424       105,220         (770)     (49,199)    (1,827)       53,848

Purchase treasury shares                             -          -             -       (1,329)           -          -        (1,329)
Shares issued for licenses                     506,916          5           968            -            -          -           973
Shares issued for acquisition of
  Data Express                                 400,608          4         1,272            -            -          -         1,276
Gain on sale of assets to related party              -          -         3,055            -            -          -         3,055
Preferred stock dividends                            -          -        (2,044)           -            -          -        (2,044)
Net loss                                             -          -             -            -      (64,419)         -       (64,419)
Foreign currency translation
  adjustment                                         -          -             -            -            -        186           186
                                          ------------  ---------   -----------   ----------  -----------    -------   -----------
BALANCE SEPTEMBER 30, 1998                  43,305,620  $     433   $   108,471   $   (2,099) $  (113,618)   $(1,641)  $    (8,454)
                                          ------------  ---------   -----------   ----------  -----------    -------   -----------
                                          ------------  ---------   -----------   ----------  -----------    -------   -----------
</TABLE>

  The accompanying notes are an integral part of these consolidated statements


                                      F-5
<PAGE>
                            INTEK GLOBAL CORPORATION
                   RADIOCOMS INCLUDED FROM OCTOBER 1, 1995 AND
        INTEK, ROAMER ONE, AND MIDLAND USA INCLUDED FROM DECEMBER 3, 1996

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                               ($'s in thousands)
<TABLE>
<CAPTION>
                                                                                            Years ended September 30,
                                                                                         ------------------------------
                                                                                           1998        1997      1996
                                                                                         --------   --------   --------
<S>                                                                                      <C>        <C>        <C>
Cash flows from operating activities:
    Net loss                                                                             $(64,419)  $(26,999)  $ (9,089)
    Adjustments to reconcile net loss to net cash used in operating activities:
      Depreciation and amortization                                                         6,711      4,480      1,510
      Impairment of long-lived assets                                                      34,388          -          -
      Interest capitalized into principal                                                   3,527          -          -
      Stock compensation to employees                                                           -        563          -
      Other                                                                                     -        350         29
    Changes in operating assets and liabilities:
      Accounts receivable and amounts due from related parties                              4,231      1,384      3,477
      Allowance for doubtful accounts                                                         252          -          -
      Deposits                                                                             (1,735)         -          -
      Inventories                                                                          (2,215)    11,376     (2,984)
      Income taxes receivable from related parties                                              -      2,330          -
      Prepaid expenses and other current assets                                               (77)     1,375         67
      Accounts payable and amounts due to related parties                                   2,430        902     (1,513)
      Deposits                                                                                (42)         -          -
      Accrued liabilities                                                                     112       (443)      (601)
      Accrued liabilities to related parties                                                    -        342          -
      Deferred income                                                                        (667)       194     (1,209)
      Restructuring reserve                                                                 1,424          -          -
      Other                                                                                   526        (93)         -
                                                                                         --------   --------   --------
    Net cash used in operating activities                                                 (15,554)    (4,239)   (10,313)
                                                                                         --------   --------   --------
Cash Flows From Investing Activities:
    Proceeds from sale of marketable securities                                             7,458      1,853          -
    Expenditures for property and equipment, net                                           (7,130)    (9,226)    (1,657)
    Expenditures for FCC licenses                                                          (8,257)    (2,016)         -
    Expenditures for other long term assets                                                    71     (6,477)         -
    Proceeds from sale of long term assets                                                  8,500      2,311         96
    Other                                                                                     152       (428)         -
                                                                                         --------   --------   --------
    Net cash provided by (used in) investing activities                                       794    (13,983)    (1,561)
                                                                                         --------   --------   --------
Cash Flows From Financing Activities:
    Net change in bank overdraft                                                              653     (1,252)      (731)
    Proceeds from short term debt                                                           2,425         71          -
    Proceeds from long term debt                                                            1,694      4,000          -
    Proceeds from long term debt-related party                                             15,515     19,452     12,463
    Repayment of long and short term debt                                                       -     (5,347)         -
    Purchase of treasury stock                                                             (1,329)         -          -
    Other                                                                                      (6)       282          -
                                                                                         --------   --------   --------
    Net cash provided by financing activities                                              18,952     17,206     11,732
                                                                                         --------   --------   --------
Effect of foreign exchange rate changes on cash                                              (382)       936        (42)
                                                                                         --------   --------   --------
Net increase (decrease) in cash and cash equivalents                                        3,810        (80)      (184)
Cash and cash equivalents at beginning of year                                              1,909        417        601
Cash acquired in reverse acquisition                                                            -      1,572          -
                                                                                         --------   --------   --------
Cash and cash equivalents at end of year                                                 $  5,719   $  1,909   $    417
                                                                                         --------   --------   --------
                                                                                         --------   --------   --------
Supplemental disclosures of cash flow information:
      Cash paid for interest                                                             $    317   $    578   $  1,715
      Cash paid for income taxes                                                                -          -          -
      Cash received for income taxes
        (U.K. group tax relief received from related party)                                     -      3,117        285
</TABLE>

  The accompanying notes are an integral part of these consolidated statements

                                      F-6
<PAGE>

                    INTEK GLOBAL CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   ORGANIZATION

     Intek Global Corporation, a Delaware corporation, is a provider of
spectrum-efficient wireless communications technology, products and services. At
the Annual Meeting of Shareholders held on February 18, 1998, the shareholders
approved the change of the Company's name from Intek Diversified Corporation to
Intek Global Corporation.

     With the exception of certain products distributed by Midland USA, Inc 
("MUSA"), a Delaware corporation, and Securicor Radiocoms Limited 
("Radiocoms"), a corporation formed under the laws of England and Wales, both 
wholly-owned subsidiaries of Intek, the communication services and products 
of the Company utilize linear modulation technology ("LM Technology" or 
"LMT"). Roamer One, Inc., a Delaware corporation and a wholly-owned 
subsidiary of Intek, is a provider of high quality wireless voice and data 
communications services in the U.S., operating on the 220-222 MHz ("220 MHz") 
frequency ("Roamer One Network) and Radiocoms is a manufacturer of the 
systems and radios used by among others, the Company's specialized mobile 
radio ("SMR") sites. In addition, Radiocoms, through a subsidiary, is 
involved in the research and development of products and other applications 
of LM Technology. During fiscal 1998, the Company formed Intek License 
Acquisition Corporation ("ILAC"), a Delaware corporation and a wholly-owned 
subsidiary of Intek, to participate in a Federal Communications Commission 
("FCC") auction and to acquire FCC licenses from third parties.

2.   BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION

     On December 3, 1996, Securicor Communications Limited ("Securicor"), a
corporation formed under the laws of England and Wales, acquired more than a 50
percent controlling interest in Intek through the Radiocoms Acquisition (Note
4). Accordingly, the Radiocoms Acquisition was treated as a reverse acquisition
for accounting purposes. Radiocoms was considered the acquiring company,
although Intek was the surviving company under corporate law. The consolidated
financial statements for fiscal 1996 include only the accounts of Radiocoms and
its subsidiaries, all of which were wholly-owned. Included in reported results
of operations for fiscal 1996 (pre-reverse acquisition period), are revenues and
cost of sales of $9.0 million and $8.8 million, respectively, from the sales of
products and services by Radiocoms to other current Intek subsidiaries.

     Subsequent to the date of the Radiocoms Acquisition (post-reverse
acquisition periods), the consolidated financial statements include the accounts
of Intek and its subsidiaries. All material intercompany accounts and
transactions have been eliminated. Certain prior period amounts have been
reclassified to conform with the current period presentation.


USE OF ESTIMATES AND SIGNIFICANT RISKS

     The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities, and
disclosure of contingent assets and liabilities at the date of the financial
statements, and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.

     The Company's business, financial condition and future prospects are
subject to a number of risks and contingencies. Those that the Company regards
currently as among the most significant are summarized below.

     RISK OF UNCERTAIN MARKET ACCEPTANCE. LM Technology is a relatively new
technology and there is a risk that the marketplace may not accept the potential
benefits of the technology or that the technology may not perform to
expectations. The commercial viability of the Roamer One Network is dependent
upon the performance of the LM Technology and acceptance of such technology by
the marketplace. Until products utilizing LM Technology 


                                      F-7
<PAGE>

progress through the commercial development stage, manufacturing costs may be 
substantially higher than competing products and the Company may be forced to 
sell equipment below its manufactured costs.

     If Intek's products using LM Technology are not commercially accepted or do
not have the capabilities the Company believes they have or can have, or
manufacturing costs cannot be reduced, the future results of operations of the
Company could be significantly and negatively impacted.

     COMPETING SERVICES. Competition in the sale of wireless communication
products and services is fierce. Given the wide variety of available wireless
services, new subscribers will only be acquired if the Company has a service
needed by potential subscribers and priced, along with the cost of the necessary
radio equipment, attractively when compared to competing services and products.
As a result, there is no assurance that the services provided on the Roamer One
Network or the technology and products developed by the Company will be
competitive with services, technology and products of other wireless
communications companies.

     SUPPLIER RISK. If the Company's Japanese supplier of non-LM Technology
radios and accessories was no longer available, Intek's financial position and
results of operations would be adversely impacted.

     DEPENDENCE ON GOVERNMENTAL REGULATION. The current and planned operations
of the Company can be adversely impacted by delayed or adverse actions by
various regulatory authorities and it is impossible to predict, with any
certainty, how the Company's operations will be impacted by the actions of these
regulatory authorities. In most international markets there are similar, and in
some instances, more stringent governmental regulatory overviews regarding
wireless communications services and products including those offered by the
Company.

     NEED FOR ADDITIONAL CAPITAL. The Company will require additional cash
resources to fund operations if its business plan is not realized. There can be
no assurance that additional financing will be available on reasonable terms or
at all.


REVENUE RECOGNITION

     With respect to the sale of equipment, including systems and site
equipment, revenue is recognized upon acceptance of the equipment by the
customer. The Company recognizes subscriber revenue from airtime billings upon
provision of the service. In those instances where subscribers are billed for
airtime service provided from sites managed by the Company, gross billings are
included in service income and distributions to licensees are included in cost
of services provided.


CASH AND CASH EQUIVALENTS

     The Company considers all highly liquid investments purchased with an
original maturity of three months or less to be cash equivalents.


MARKETABLE SECURITIES

     During fiscal 1997, the Company received stock of Transcrypt International
in exchange for its investment in E.F. Johnson Company ("EFJ"). At September 30,
1997, this investment was classified as available for sale and was recorded at
its fair value at that date. Subsequent to September 30, 1997, the Company sold
the investment for approximately $748,000 less than its carrying value. The
Company did not realize a loss on this transaction as the shortfall was
recovered from Securicor.


INVENTORIES

     Inventories are stated at the lower of cost (first-in, first-out) or market
and include manufacturing labor and overhead.


                                      F-8
<PAGE>

     Inventories at September 30 consist of the following ($'s in thousands):

<TABLE>
<CAPTION>
                                       1998               1997
                                     --------           --------
<S>                                  <C>                <C>
Raw materials                        $  5,526           $  4,020
Work in progress                        2,681              1,311
Finished goods                         12,659             13,938
                                     --------           --------
                                       20,866             19,269

Total long term inventories            (3,189)            (6,980)
                                     --------           --------
Total current inventories            $ 17,677           $ 12,289
                                     --------           --------
                                     --------           --------
</TABLE>

     At September 30, 1998 and 1997, the Company has classified approximately
$3.2 million and $7.0 million, respectively, of completed base stations and
components for the manufacture of additional base stations as non-current assets
since there is no assurance that the inventory will be utilized by the Company
or sold to third parties during the subsequent fiscal year.


PROPERTY AND EQUIPMENT

     Property and equipment are stated at cost and are depreciated on a
straight-line basis over their estimated useful lives. The Company's policy is
to begin depreciating site equipment at such time as it begins to generate
subscriber revenues. Normal maintenance and repairs are charged to expense as
incurred. Expenditures which increase the useful lives of assets are
capitalized. Gains and losses on disposal are recognized in the year of the
disposition.

     Property and equipment at September 30, with their estimated useful lives,
consist of the following ($'s in thousands):

<TABLE>
<CAPTION>
                                                 Estimated
                                                Useful Lives
                                                   (Years)            1998              1997
                                                -------------      ----------        ---------
<S>                                             <C>                <C>               <C>       
Land                                                        -      $      423        $      402
Buildings                                            11 to 50           2,735             3,008
Site equipment                                             10          15,893            13,206
Production & test equipment                           3 to 10           4,077             3,843
Furniture, fixtures and computers                     3 to 10           3,190             2,755
Equipment held for rental                              3 to 5           2,451             4,163
                                                                   ----------        ----------

Total property and equipment                                           28,769            27,377
Less accumulated depreciation                                          (5,200)           (5,822)
                                                                   ----------        ----------

Property and equipment, net                                        $   23,569        $   21,555
                                                                   ----------        ----------
                                                                   ----------        ----------
</TABLE>

INTANGIBLE AND LONG LIVED ASSETS

     Statement of Financial Accounting Standards ("FAS") No. 121, "Accounting
for the Impairment of Long-lived Assets and for Long-lived Assets to be Disposed
of" ("FAS 121") requires that long-lived assets and certain identifiable
intangibles, including goodwill, be reviewed for impairment whenever events or
changes in circumstances indicate that the carrying amount of an asset may not
be recoverable. Intangible assets consist of goodwill, which represents the
excess of the purchase price of an acquisition over the fair value of the net
assets acquired, and costs 


                                      F-9
<PAGE>

allocated to FCC licenses, patents and trademarks as a result of business or 
systems acquisitions. These assets are amortized on a straight line basis 
over their estimated useful lives (generally not exceeding 15 years).

     Intangible assets at September 30, consist of the following (in thousands):

<TABLE>
<CAPTION>
                                                                             1998               1997
                                                                           --------           --------
<S>                                                                        <C>                <C>
Excess of cost over fair value of net assets acquired (goodwill):
    Midland USA, Inc.                                                      $  9,755           $  9,755
    Radiocoms reverse acquisition                                                 -             38,573
    Data Express                                                              1,386                  -
                                                                           --------           --------

                                                                             11,141             48,328
FCC licenses acquired from third parties                                     11,333              2,899
Trademarks and patents                                                          770                  -
                                                                           --------           --------

    Total                                                                    23,244             51,227
Less accumulated amortization                                                (2,283)            (2,887)
                                                                           --------           --------

    Intangibles, net                                                       $ 20,961           $ 48,340
                                                                           --------           --------
                                                                           --------           --------
</TABLE>

     The Company continually evaluates whether events and circumstances have
occurred that indicate the remaining estimated useful life of long-lived and
intangible assets may warrant revision or that the remaining balance of these
assets may not be recoverable. The Company evaluates the recoverability of its
long-lived and intangible assets by measuring the carrying amount of the assets
against the estimated undiscounted future cash flows associated with those
assets. At the time such evaluations indicate that the future undiscounted cash
flows of certain long-lived and intangible assets are not sufficient to recover
the carrying value of such assets, the assets are adjusted to their estimated
fair values.

     During the fourth quarter of fiscal 1998, management concluded that 
goodwill arising from the Radiocoms reverse acquisition (Note 4), primarily 
attributable to Roamer One, was not recoverable. Management reached that 
conclusion when the Company revised its strategic plan after the Company's 
success at the recent FCC auction. New markets for the Company opened for 
spectrum and equipment sales as a result of the FCC auction and the Company's 
partnering arrangement with the NRTC (Note 5). While the Phase I licenses 
continue to have value as a result of the FCC auction, management forecasts 
that Roamer One will operate at a negative cash flow for at least the next 
five years because of the significant costs to be incurred in building its 
subscriber base. Thus, the Company believes that subscriber growth will be 
slower than it originally planned. The amount of goodwill impairment was 
measured based on the projected future operating cash flows for Roamer One 
(which are expected to be negative). As a result, the Company recorded a 
charge equal to the unamortized balance of the Radiocoms reverse acquisition 
goodwill of approximately $34.4 million. Management determined 
that the fair value of the Company's remaining long-lived and intangible 
assets approximated their carrying value.

ACCRUED LIABILITIES

     Accrued liabilities at September 30 consist of the following ($'s in
thousands):

<TABLE>
<CAPTION>
                                        1998            1997
                                       ------          ------
<S>                                    <C>             <C>
Payroll                                $1,383          $  591
Restructuring reserve                   1,424               -
Accrual for radio replacement           1,555               -
Other                                   3,058           3,337
                                       ------          ------
Total accrued liabilities              $7,420          $3,928
                                       ------          ------
                                       ------          ------
</TABLE>


                                      F-10
<PAGE>

INCOME TAXES

     The Company and its domestic subsidiaries file consolidated Federal and
combined state income tax returns. The Company accounts for income taxes in
accordance with the liability method in computing deferred income taxes.

     Radiocoms files its tax returns with local U.K. tax agencies. Prior to the
Radiocoms Acquisition, Radiocoms' losses were compensated for by its parent
company based on the effective corporate tax rate.

     The Company provides for deferred income taxes relating to timing
differences in the recognition of income and expense items (primarily relating
to depreciation, amortization and certain leases) for financial and tax
reporting purposes. Such amounts are measured using current tax laws and
regulations.

     The Company has recorded valuation allowances against the realization of
its deferred tax assets. The valuation allowance is based on management's
estimates and analysis, which includes tax laws which may limit the Company's
ability to utilize its tax loss carryforwards.


FINANCIAL INSTRUMENTS

     The Company's management believes that the fair value of all financial
instruments approximates carrying value.

     The Company may periodically hedge firm foreign purchase commitments. The
Company regularly monitors its foreign currency exposures and ensures that hedge
contract amounts do not exceed the amounts of the underlying exposures. Gains
and losses on foreign currency firm commitment hedges are deferred and included
in the basis of the transactions underlying the commitments.

     Details of the hedging of firm foreign purchase commitments as of September
30 follows ((Y)'s and $'s in thousands):

<TABLE>
<CAPTION>
                                                       1998             1997
                                                    ----------      -----------
<S>                                                 <C>              <C>
Firm foreign purchase commitments                   Y  407,771       Y  374,817
Outstanding hedge contracts                            170,000          210,000
                                                     ---------        ---------
Unhedged position                                   Y  237,771       Y  164,817
                                                     ---------        ---------
                                                     ---------        ---------

Unhedged position                                   $    1,768       $    1,375
                                                     ---------        ---------
                                                     ---------        ---------

Outstanding hedge contracts at contract rate        $    1,270       $    1,800
Outstanding hedge contracts at fair value           $    1,264       $    1,762
</TABLE>

FOREIGN CURRENCY

     The financial statements of the Company's foreign subsidiaries are
translated into U.S. dollars for consolidation and reporting purposes. Assets
and liabilities are translated into U.S. dollars using the exchange rate at each
balance sheet date and a weighted average exchange rate for each period is used
for revenues and expenses. Cumulative translation adjustments are recorded as a
separate component of shareholders' equity (deficit).



NET LOSS PER SHARE

     Basic EPS is computed by dividing income available to common stockholders
by the weighted average number of common shares outstanding during the period.
Diluted EPS is consistent with the calculation of basic EPS while giving effect
to any dilutive potential common shares outstanding during the period. The
weighted average number of common shares outstanding during fiscal 1998 was
42,148,964. Stock options for 4,251,666 


                                      F-11
<PAGE>

common shares at various prices ranging from $1.688 to $6.125 were not 
included in the diluted EPS calculation as the effect would be anti-dilutive 
(Note 12). Likewise, warrants for 318,750 common shares at an exercise price 
of $4.59 were not included in the diluted EPS calculation as the effect would 
be anti-dilutive (Note 10).


NEW ACCOUNTING PRONOUNCEMENTS

     During fiscal year 1998, the FASB issued FAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities" ("FAS 133"). FAS 133 establishes
accounting and reporting standards for derivative instruments, including certain
derivative instruments embedded in other contracts and for hedging activities.
Intek does not anticipate adopting FAS 133 early. FAS 133 must be adopted no
later than the first quarter of fiscal 2000. Management of the Company has not
yet evaluated the impact FAS 133 will have on the Company's financial position
or results of operations


3.   RESTRUCTURING CHARGES

     During the third quarter of fiscal 1998, the Company recorded a
restructuring charge of approximately $1.6 million related primarily to planned
staff reductions, termination of leases associated with the consolidation of
office space and site leases, and equipment removal costs.

     In conjunction with the restructuring, the Company has decided to eliminate
and deconstruct certain sites that are not deemed essential to the Company's
growth strategy, consolidate office space and reduce the number of associated
sales force. In addition, the Company has consolidated financial and customer
service functions at its headquarters in Kansas City, Missouri to gain
efficiencies and economies of scale.

     During the fourth quarter of 1998, approximately $200,000, related
primarily to severance payments, was charged against the restructuring reserve
resulting in a remaining balance of approximately $1.4 million at September 30,
1998. The remaining amount of the restructuring reserve is expected to be
utilized during fiscal 1999.


4.   BUSINESS ACQUISITIONS

MIDLAND USA

     On May 2, 1996, Intek formed MUSA. Effective August 1, 1996, MUSA acquired
from Midland International Corporation ("MIC"), a wholly-owned subsidiary of
Simmonds Capital Limited ("SCL"), its U.S. land mobile radio distribution
business and certain other assets (the "Midland Transaction"). The original
purchase price was 2,500,000 shares of Intek common stock. Pursuant to the terms
of the Midland Transaction, a post closing reduction to the purchase price of
155,000 shares, or $645,000, was made.


RADIOCOMS

     On December 3, 1996, Intek consummated the acquisition (the "Radiocoms
Acquisition") of all the outstanding common stock of Radiocoms. Radiocoms
designs, develops, manufactures, distributes and installs a range of land mobile
radio equipment, including its own LM Technology equipment. The purchase price
for the Radiocoms Acquisition was 25,000,000 shares of Intek common stock. The
Radiocoms Acquisition, approved by the stockholders of Intek at a Special
Meeting held on December 3, 1996, was consummated on the same date. Upon the
consummation of the Radiocoms Acquisition, the Company became a provider of
spectrum-efficient wireless communications technology, products and services.


                                      F-12

<PAGE>

     The following unaudited proforma income statement information (in
thousands, except per share amounts) is presented as though the Radiocoms
Acquisition and the Midland Transaction had occurred on October 1, 1995:

<TABLE>
<CAPTION>
                                                                     Year Ended September 30,
                                                               -----------------------------------
                                                                    1997                1996
                                                              ------------           ------------
     <S>                                                      <C>                    <C>
     Revenues                                                 $     44,475           $     22,569
     Net loss                                                 $    (32,780)          $    (20,073)
     Proforma net loss per share (basic and diluted)          $      (0.81)          $      (0.53)
     Weighted average shares outstanding                        40,381,715             38,172,732
</TABLE>

     The proforma financial information is presented for informational purposes
only and it is not necessarily indicative of the operating results that would
have occurred had the Radiocoms Acquisition and the Midland Transaction been
consummated as of the above date, nor is it necessarily indicative of future
operating results.

     As discussed below, the Radiocoms Acquisition has been accounted for as a
reverse acquisition, and the Company's financial statements have been prepared
as if Radiocoms acquired Intek under the purchase method of accounting. The
excess of cost over the fair value of net assets acquired at December 3, 1996,
was being amortized over 15 years. (Note 2 "Intangible and Long Lived Assets").
The purchase price was determined based on the fair value of the Intek common
stock outstanding at the date of the Radiocoms Acquisition and has been
allocated to the underlying Intek assets and liabilities based on fair values at
the date of the Radiocoms Acquisition. A summary of the purchase price
allocation is as follows (in thousands):

<TABLE>
     <S>                                       <C>
     Net working capital                        $ (1,138)
     Excess of cost over fair value of
       net assets acquired (goodwill)             38,573
     Net property, plant & equipment              10,179
     Other non-current assets                     12,918
     Other non-current liabilities                (6,054)
                                                --------
     Total                                      $ 54,478
                                                --------
                                                --------
</TABLE>

DATA EXPRESS

     In May, 1998, the Company completed the stock acquisition of Mobile Data
Solutions, Inc. ("Data Express"), a developer and provider of wireless data
solutions for the mobile marketplace. Data Express's main product (for which it
holds a non-exclusive license) is a satellite Global Positioning System based
automatic vehicle location system for mobile fleet operators. The system
provides real-time information on the location of all fleet vehicles as well as
a full tracking history of any given vehicle's previous movements. The Company
issued 400,608 shares of its common stock valued at approximately $1.3 million
plus cash for total consideration of $1.5 million. The acquisition was accounted
for under the purchase method of accounting and resulted in goodwill of
approximately $1.4 million. Data Express' results of operation prior to the
acquisition were not material.


5.   ACQUISITION OF NEW SYSTEMS

KRYSTAL SYSTEMS

     On November 11, 1996, the Company entered into an agreement to acquire from
Krystal Systems, Inc. up to 25 constructed, but unloaded, 220MHz systems and
related FCC licenses ("Krystal Systems"). The Company acquired a total of 23 of
the Krystal Systems for a total of approximately $4.1 million in cash of which
approximately $3.7 million was paid during fiscal 1997 and the balance was paid
during fiscal 1998.


                                      F-13
<PAGE>

AMERICAN DIGITAL CORPORATION

     During September 1997, the Company consummated two agreements with American
Digital Corporation ("ADC") and 22 holders of 220 MHz FCC licenses. The
agreements provided for the Company to acquire the licenses from the licensees
and the equipment from ADC for total consideration equal to approximately $1.9
million. The purchase price paid by the Company was as follows: (a) return of
shares of ADC stock owned by the Company (valued for purposes of the transaction
at $84,000); (b) issuance of approximately 682,735 shares of common stock
(valued for purposes of the transaction at approximately $1.3 million); (c)
transfer of all rights held by the Company to acquire 2,666,666 shares of
Ventel, Inc. ("Ventel"), a publicly traded company in Canada (valued for
purposes of the transaction at $301,000); (d) forgiveness of approximately
$95,000 of debt owed by ADC to Radiocoms; and (e) a cash payment of $119,000.
Closing of the transactions (and payment of the purchase price) occurred upon
receipt of, and uncontested grant by the FCC of, the licenses to Roamer One.
During 1998, the Company issued an aggregate of 465,484 shares of common stock
for the acquisition of those licenses, valued at $807,000 for financial
reporting purposes.

PAGERS PLUS

     During the period July 12, 1997 through August 12, 1997, the Company
entered into purchase and sale agreements with 25 licensees of 220 MHz FCC
licenses managed by the Company on behalf of Pagers Plus Corp ("PPC"). The
agreements provided that the Company would acquire (subject to the satisfaction
of certain conditions) 25 licenses for a purchase price equal to 465,482 shares
of Intek common stock (valued for purposes of the transaction at approximately
$0.9 million) plus cash payments totaling approximately $0.8 million. Closing of
the transactions and payment of the purchase price occurred in December 1997
upon receipt of uncontested grant by the FCC of the licenses to Roamer One.

VENTEL, INC.

     Ventel is in the business of providing financing to various 220 MHz SMR
management companies in the United States. During 1997, the Company (a
shareholder of Ventel) entered into an agreement with Ventel (the "Ventel
Agreement"), which provided for the sale and transfer of certain outstanding
loans, security agreements, and the rights related to the collateral for such
security agreements from Ventel to the Company. Such loans were made by Ventel
to PPC and ADC for the purpose of constructing 220MHz systems. These systems are
the subject of purchase agreements (described above) between various licensees,
ADC, PPC and the Company. The Ventel Agreement provided that the Company would
acquire the security agreements and rights to the collateral in exchange for a
payment to Ventel of 787,921 shares of its common stock and $100,000 in cash.

WIRELESS PLUS

     In December 1997, Intek completed the acquisition of selected assets of
Wireless Plus, Inc. ("Wireless Plus"), a Hayward, California-based specialized
mobile radio provider. The acquired assets include approximately 2,700
subscriber accounts, 19 five channel FCC licenses for operation of 220 MHz
frequencies, and 12 five-channel and eight single-channel management agreements
with third party licensees within the 220 MHz spectrum for total consideration
of approximately $5.3 million. In addition, two licenses managed by Wireless
Plus were purchased directly from the licensees for an aggregate purchase price
of $106,406. The purchase price paid by the Company to Wireless Plus was as
follows: (a) $100,000 paid as a deposit in November, 1997, (b) $500,000 in cash
on February 17, 1998, (c) $106,579 in cash for each license transfer granted by
the FCC to be paid at the time such transfer is completed, and (d) a secured
subordinated note in the amount of approximately $2.6 million bearing interest
at the rate of 8% per annum payable annually. Note principal is payable in two
equal annual installments due in February 1999 and February 2000. At the date of
the acquisition, the radio equipment used by existing Wireless Plus subscribers
was not LMT-compatible. As part of the acquisition, the Company agreed to
provide the subscribers with LMT-compatible radio equipment and return the old
radio equipment to Wireless Plus. As a result, the Company accrued a liability
of $1.7 million for the costs to replace the radios. As of September 30, 1998,
the balance of the accrual for radio replacement was approximately $1.6 million.


                                      F-14
<PAGE>

COMTECH

     In August 1998, the Company entered into an asset purchase agreement (the
"Purchase Agreement") with ComTech Communications, Inc. ("ComTech"), to purchase
eleven licenses granted by the FCC in the 220-222 MHz band spectrum (the
"Licenses") and certain equipment and other personal property, subscription
contracts, accounts and lists and management and purchase option agreements
relating to the Licenses which were owned by ComTech. The purchase price is
$458,039, with $50,000 payable upon execution of the Purchase Agreement and the
balance payable upon the final transfer of the Licenses to the Company by the
FCC in the form of a three-year promissory note of the Company in the amount of
$408,039 and bearing interest at the rate of 9% per annum. The Company will
receive a credit of $41,640 against the purchase price for each License that is
not so transferred to the Company. As part of the same transaction, the 
Company and ComTech entered into a management agreement pursuant to which 
Company manages the systems subject to ComTech's supervision and control 
until the final transfer of the Licences to the Company by the FCC.

     In addition to the transactions described above, Roamer One and ComTech
entered into a letter of intent and resale agreement in September 1998 to
provide for the purchase by Roamer One of a 5-channel Phase I national FCC
License from ComTech and the design and construction of a national network by
Roamer One using the License's frequencies for the provision of paging services
and two-way land mobile radio services. Under the resale agreement, Roamer One
will design and construct the radio system in order to resell airtime on the
network. The equipment used for the base station transmitters will be leased by
ComTech from MUSA under a separate equipment lease agreement. Under the resale
agreement, Roamer One is responsible for all operating expenses, including site
leases and taxes, and has agreed to pay ComTech, initially, $284 per month for
each channel of any radio system operated by Roamer One to resell airtime on the
network. Effective as of May 1, 1998, and through June 30, 1999, Roamer One will
pay ComTech the greater of $284 per month per channel in operation or $39,760
per month, and as of July 1, 1999, for the remaining term of the resale
agreement, Roamer One will pay ComTech the greater of $284 per month per channel
in operation or $37,500 per month. The Purchase Agreement may be terminated by
either party if the FCC has not granted any of the Assignment Applications with
respect to Licenses sought to be acquired by the Company from ComTech by March
1, 1999. A termination of the Purchase Agreement terminates the Management
Agreement between the Company and ComTech. The Equipment Lease Agreement between
Midland and ComTech may be terminated upon 30 Days notice by either party and
certain other events. The Resale Agreement between ComTech and Roamer One may be
terminated by Roamer One during the period January 4, 1999 through January 15,
1999 upon notice to ComTech. The Company is evaluating its options under this 
agreement as a result of its recent success in the FCC auction. In the event 
the Company terminates the Agreement, the Agreement provides that Roamer One 
will be obligated to make certain payments to ComTech.


FCC AUCTION

     In August 1998, the Company entered into an agreement with National 
Rural Telecommunications Cooperative ("NRTC"), subsequently amended in 
November 1998, pursuant to which the Company, through its wholly-owned 
subsidiary, ILAC, and NRTC agreed to participate jointly in the recent FCC 
auction (the "Auction") for certain Phase II licenses in the 220-222 MHz band 
(the "Licenses"). The agreement provides for the purchase by ILAC of certain 
Licenses in the Auction on a cost-sharing basis and the post-auction 
partitioning and disaggregation of awarded Licenses between NRTC and ILAC. As 
a result of the conclusion of the Auction in November 1998, ILAC will be 
awarded two 10-channel nationwide, seven 15-channel regional, and 172 
10-channel Economic Area ("EA"), or local, Business Radio airwave Licenses at 
a total cost of approximately $12.2 million. The Company will assign one 
nationwide and certain EA licenses to NRTC, disaggregate six regional and one 
EA licenses and partition certain EA licenses to NRTC. ILAC's portion of the 
cost for Licenses awarded in the Auction is approximately $6.6 million. In 
addition, ILAC has incurred a penalty charge of $57,200 for withdrawn high 
bids on Licenses subsequently awarded at lower bids during the Auction and 
has been assessed an additional holdback charge of $25,602 for withdrawn high 
bids with respect to Licenses which were not awarded during the Auction. If 
such Licenses are subsequently awarded in a later auction (which is presently 
scheduled to commence June 15, 1999) at a price equal to or greater than the 
withdrawn ILAC bid price, ILAC would be entitled to a return of this holdback 
charge. However, if such Licenses are subsequently awarded at less than the 
ILAC withdrawn high bid price, ILAC would be liable for the difference, which 
the Company estimates its total contingent liability with respect to such 
Licenses to be approximately an additional $853,000. At September 30, 1998, 
the Company was reflecting a deposit related to the Auction of approximately 
$1.8 million in the accompanying consolidated balance sheets.

                                      F-15
<PAGE>

     The Company and NRTC entered into a Master Distribution Agreement, dated
September 4, 1998 (the "Distribution Agreement"), to provide for the appointment
of NRTC and the members of its cooperative ("Members") as distributors to
purchase LM-based equipment (the "Contract Products") from the Company for
resale to their customers in certain exclusive geographic areas. The
Distribution Agreement targets the sale of approximately $50 million of Contract
Products to NRTC and its Members over the first five years of the Distribution
Agreement, and as of December 1, 1998, NRTC and its Members have placed orders
for approximately $5 million of Contract Products. NRTC and each of its Members
will be authorized to use the "RoameR One" trademark and trade name in
connection with resales of the Contract Products to their customers and may
further elect to obtain the exclusive right to such use in designated geographic
areas for an annual royalty fee ranging from $15,000 to $25,000, depending on
the number of base stations constructed. The Distribution Agreement permits NRTC
and its Members to purchase the Contract Products at the lowest rate quoted or
charged by MUSA to any of its dealers or customers within the United States and
also provides for a 0.5% discount on future purchases of Contract Products, if
the amount of such purchases for the preceding year exceeds $10 million. In
addition, NRTC has been granted stock options to purchase up to 200,000 shares
of the Company's stock and has been given conditional grants to purchase up to
1,050,000 additional shares of the Company's stock. The conditional stock
options will vest to NRTC, incrementally, based on the amount of Contract
Products purchased over the term of the Distribution Agreement. The exercise
price of stock options vested in the first two years is the lower of (a) $3.00
per share or (b) the average closing price for the 20 trading days immediately
preceding the exercise date and the exercise price of options vested after the
first two years is the average closing price for the 20 trading days immediately
preceding the exercise date.


6.   PENSION PLAN

     Radiocoms contributes to the pension plan of Securicor, which maintains a
defined benefit pension plan that covers executives and other senior employees.
The plan calls for benefits to be paid to eligible employees at retirement based
primarily upon years of service with the Company and compensation rates near
retirement. Contributions to the plan reflect benefits attributed to employees'
services to date, as well as services expected to be earned in the future. The
pension costs are assessed on the advice of independent qualified actuaries
using the projected unit credit method. Actuarial valuations are performed at
least every three years. The most recent actuarial valuation was April 5, 1997
and in accordance with the provisions of FAS No. 87, "Employers' Accounting for
Pensions", at September 30, 1998 and 1997, there were no unfunded accumulated
benefit obligations. The assets are held in separate trustee administered funds.
For fiscal 1998, 1997 and 1996, Radiocoms' share of the costs of the Securicor's
defined benefit pension plan amounted to $140,000, $200,000 and $200,000,
respectively.


7.   INCOME TAXES

     The Company's benefit for the income taxes consists of the following for
the three fiscal years ended September 30 ($'s in thousands):

<TABLE>
<CAPTION>
                               1998            1997             1996
                              -------         -------         -------
<S>                           <C>             <C>             <C>
Current:
    Federal                   $     -         $   628         $     -
    Foreign                         -             530           3,044
                              -------         -------         -------
    Total Current             $     -         $ 1,158         $ 3,044
Deferred                            -               -               -
                              -------         -------         -------
    Total                     $     -         $ 1,158         $ 3,044
                              -------         -------         -------
                              -------         -------         -------
</TABLE>


                                      F-16
<PAGE>

     Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes.

     Management has provided a valuation allowance on the Company's total net
deferred tax assets due to the Company's history of losses. The valuation
reserve was increased by $18,265,000 and $3,866,000 for September 30, 1998 and
1997, respectively.

         The approximate tax effect of temporary differences which gave rise to
significant deferred tax assets and liabilities at September 30 are as follows
($'s in thousands):

<TABLE>
<CAPTION>
                                                            1998               1997               1996
                                                        ----------        -----------           --------
<S>                                                       <C>                <C>                <C>
Deferred tax items (Federal, state and foreign):
    Accrued liabilities                                   $  1,634           $    690           $      -
    Allowance for doubtful accounts receivable                 140                 16                  -
    Amortization of Roamer One startup costs                    28                 64                  -
    Disallowed interest expense                              1,256                174                  -
    Depreciation                                              (655)              (156)                 -
    Depreciation (foreign)                                      42               (178)               (63)
    Development costs (foreign)                              1,623             (2,779)             3,275
    Equipment site reserve                                   1,011                  -                  -
    General provisions (foreign)                                10                  -                  -
    Contributions carryforward                                   6                  -                  -
    Operating loss carryforwards                            14,001              5,453                  -
    Operating loss carryforwards (foreign)                   6,392              3,939                145
                                                        ----------        -----------           --------
                                                            25,488              7,223              3,357
    Valuation allowance                                    (25,488)            (7,223)            (3,357)
                                                        ----------        -----------           --------
    Net deferred tax liability                          $        -        $         -                  -
                                                        ----------        -----------           --------
                                                        ----------        -----------           --------
</TABLE>
     A reconciliation of the provision (benefit) for income taxes to the amount
computed at the Federal statutory rate of 34 percent for the three fiscal years
ended September 30 is as follows ($'s in thousands):

<TABLE>
<CAPTION>
                                                             1998               1997               1996
                                                         ----------         -----------        ----------
<S>                                                      <C>                <C>                <C>
Benefit at statutory rate                                $  (23,797)        $   (9,573)        $   (4,125)
Statutory rate difference (foreign)                             102                277                121
Goodwill amortization / write-off                            12,620                729                  -
Accruals                                                      1,355                521                  -
Operating losses offset by capital Gain (foreign)             1,189                  -                  -
Operating losses not currently available for use
    nor available for group relief (foreign)                  2,172              3,660              1,045
Operating losses not currently available for use              6,348              3,369                  -
Other                                                            11               (141)               (85)
                                                         ----------         ----------           --------
                                                         $        -         $   (1,158)          $ (3,044)
                                                         ----------         -----------           --------
                                                         ----------         -----------           --------
</TABLE>

     At September 30, 1998, the Company had net operating loss carryforwards
available for Federal and State income tax purposes of approximately $36.7
million and $21.9 million, respectively. The net operating loss 


                                      F-17
<PAGE>

carryforwards expire in the year 2008 and thereafter for Federal income tax 
purposes and in the year 1999 and thereafter for state income tax purposes. 
The Company also had foreign net operating losses of approximately $6.4 
million, which do not have an expiration date.

     For Federal income tax purposes, a corporation that undergoes a "change of
ownership" pursuant to Section 382 of the Internal Revenue Code of 1986
("Code"), as amended is subject to limitations on the amount of its net
operating loss carryforwards, which may be used in the future. In addition, the
use of certain other deductions attributable to events occurring in periods
before such an ownership change, that are claimed within the five year period
after such ownership change, may also be limited (such deductions, together with
net operating loss carryforwards, "pre-change losses"). Upon consummation of the
Radiocoms Acquisition, an ownership change under Section 382 did occur. As a
result, the Company's annual limitation for using "pre-change losses" is
approximately $0.8 million.

     Foreign losses may also be limited due to the change in ownership of the
Company. In addition, Radiocoms will no longer be reimbursed by Securicor for
benefits of Radiocoms losses.


8.   DEBT

THIRD PARTY BORROWINGS

     In December 1997, MUSA entered into a revolving credit agreement 
("Credit Agreement") with a non-bank lender. The Credit Agreement makes 
available $5.0 million through December 1999. Borrowings under the Credit 
Agreement are secured by the assets of MUSA and bear interest at 1.5% above 
the lender's base rate (as defined). The Credit Agreement contains, among 
other covenants, a covenant relating to leverage, limitations on MUSA's 
ability to repay intercompany indebtedness and repayment provisions related 
to change in control of MUSA. The Company uses the Credit Facility for 
issuance of letter of credit commitments on behalf of MUSA, and for 
borrowings for working capital. As of September 30, 1998, there was 
indebtedness outstanding of approximately $0.7 million and letter of credit 
commitments of $0.3 million under this Credit Agreement.

     In December 1997, Intek completed the acquisition of selected assets of
Wireless Plus (Note 5). The purchase price paid by the Company to Wireless Plus
included a secured subordinated note in the amount of approximately $2.6 million
bearing interest at the rate of 8% per annum payable annually. The note
principal is payable in two equal annual installments due in February 1999 and
February 2000.

     In March 1998, Intek repurchased 352,500 shares of Intek common stock at
$2.75 per share in a private transaction for a total of $969,375 (Note 11). The
purchase price paid by the Company included notes in the aggregate amount of
$440,625. The notes are non-interest bearing and are due and payable on December
15, 1998.

     In August 1998, the Company entered into a purchase agreement with ComTech
(Note 5). The purchase price paid by the Company to ComTech included a
three-year promissory note in the amount of $408,039, bearing interest at the
rate of 9% per annum. The note principal is payable in two installments in
fiscal 2000 and 2001.

     Radiocoms has an overdraft agreement of 1.0 million pounds sterling
(approximately U.S. $1.6 million) with a bank. Borrowings under the Agreement
are unsecured at an ajustable rate of 1% over the prevailing U.K. base rate.  
The year-end rate was 7.75%. The Company uses the overdraft
Facility for borrowings for working capital. As of September 30, 1998, there was
indebtedness of approximately $0.7 million under this overdraft agreement.

     In addition, the Company has other borrowings related primarily to the
acquisition of property and equipment from third parties in the aggregate amount
of $410,000.


                                      F-18

<PAGE>

     As a result of the above agreements, as of September 30, 1998, third party
borrowings will be repaid as follows ($'s in thousands):

<TABLE>
<CAPTION>
                  Fiscal year
                  -----------
                  <S>                                  <C>
                  1999                                 $      3,299
                  2000                                        1,615
                  2001                                          384
                  2002                                          102
                  2003                                            2
                  Thereafter                                      -
                                                       ------------
                                                       $      5,402
                                                       ------------
                                                       ------------
</TABLE>

RELATED PARTY BORROWINGS

     Prior to the Radiocoms Acquisition, Securicor had extended a limited use
$15.0 million line of credit to MUSA. In connection with the Radiocoms
Acquisition, Securicor made available to the Company a $15.0 million line of
credit (which replaced the MUSA $15.0 million line of credit) to fund Intek's
working capital needs. The September 1996 Facility could be drawn upon by Intek
so long as it maintained a net worth of at least $20.0 million. The September
1996 Facility bore interest at the rate of prime (defined as the average of
prime rates announced by certain specified banks), plus 1.0 percent through
December 31, 1997, and thereafter interest was to accrue at the rate of 11.0
percent, compounded annually. The principal balance at September 30, 1997 was
approximately $10.8 million, plus accrued interest of approximately $1.0
million.

     In March 1997, the Company borrowed $6.0 million for working capital
purposes from Securicor. The unsecured borrowings was evidenced by an 11 percent
note payable due the earlier of (1) the receipt of funds by Intek from a private
or public offering of Intek common shares; or (2) October 18, 1998.
Additionally, during May 1997, the Company borrowed $4.5 million from Securicor
to retire certain outstanding debentures and an additional $2.0 million
in September 1997. The May and September loans bore interest at 12.5 percent and
were repayable under the same terms as the 11 percent note payable. Interest on
these notes was due upon maturity of the notes. Accrued interest on these loans
at September 30, 1997, was approximately $506,000.

     In December 1997, the Company entered into a loan agreement ("December 1997
Facility") with Securicor which replaced all prior loan agreements. The December
1997 Facility provides the Company the ability to borrow up to $29.5 million.
The December 1997 Facility bears interest at 11.5% per annum, payable at June
30, 2003. Interest is accrued each month, and on June 30 of each year, is to be
added to the principal amount outstanding. Principal payments are to be $0.5
million per month for 12 months beginning July 1, 2001, $1.0 million per month
for 11 months beginning July 1, 2002, with the remaining balance due and payable
on June 30, 2003. The obligations under the December 1997 Facility can be
prepaid by the Company at any time in $1.65 million increments without penalty.
The December 1997 Facility has to be repaid if Securicor ceases to be the
beneficial owner of more than 50 percent of Intek common stock as a result of
any transaction except the direct or indirect transfer of the Intek common stock
by Securicor and also is subject to mandatory prepayments at the rate of 50
percent of the net proceeds of any financing by the Company exceeding $8.0
million. At September 30, 1998, the amount payable under the December 1997
Facility totaled $30.7 million, consisting of original principal borrowings of
$29.5 million and capitalized interest of approximately $1.2 million.


                                      F-19
<PAGE>

     As a result of the above agreements, as of September 30, 1998, related
party borrowings will be repaid as follows ($'s in thousands):

<TABLE>
<CAPTION>
                  Fiscal year
                  -----------
                  <S>                                  <C>
                  1999                                 $          -
                  2000                                            -
                  2001                                        1,500
                  2002                                        7,500
                  2003                                       21,733
                  Thereafter                                      -
                                                       ------------
                                                       $     30,733
                                                       ------------
                                                       ------------
</TABLE>

     In December, 1998 the Company entered into an additional financing
arrangement for $25 million with Securicor (Note 17). During fiscal 1998 and
1997, interest expense for related party borrowings totaled $2.7 million and
$1.4 million, respectively.

9.   PREFERRED STOCK

RADIOCOMS

     In December 1996, the Company consummated the Radiocoms Acquisition (Note
4). Prior to the consummation of this transaction, Securicor forgave
approximately $12.0 million due it by Radiocoms and accepted 20,000 shares of
$1,000 par value per share of preferred stock from Radiocoms ("Radiocoms
Preferred Stock") for the remaining balance due. The preferred stock is
mandatorily redeemable on June 30, 2006 at its par value and bears a dividend
rate of 6 percent. During fiscal 1998 and 1997, Radiocoms accrued dividends of
$1.2 million and $1.0 million, respectively, which are included in the total
Radiocoms preferred stock balance at September 30, 1998, of $22.2 million.


INTEK GLOBAL

     Effective March 1, 1998, Securicor purchased, pursuant to a Preferred Stock
Purchase Agreement dated December 29, 1997, 12,408 shares of Series A
Convertible Preferred Stock (the "Series A Preferred Stock") for approximately
$12.4 million. Proceeds from the sale of the Series A Preferred Stock were
applied against the principal balance of the December 1997 Debt Facility (Note
8). The liquidation value of the Series A Preferred Stock is $1,000 per share
and par value is $.001 per share. Dividends accrue at the rate of 11 1/2% of the
original issue price of $1,000 per share and are cumulative. Dividend payments
are due upon the conversion or redemption of the Series A Preferred Stock. The
holder of the Series A Preferred Stock has the right to convert the Series A
Preferred Stock into shares of Intek common stock if the market price of Intek
common stock exceeds $6.00 for 20 consecutive trading days. Intek may cause the
Series A Preferred Stock to be converted if the market price is or exceeds $9.00
for 20 consecutive trading days. The holder of the Series A Preferred Stock has
the right to convert the Series A Preferred Stock into shares of Intek common
stock if Intek does not redeem the Series A Preferred Stock by June 30, 2003.
The Series A Preferred Stock is subject to adjustments for stock dividends,
stock splits or share combinations of Intek common stock or distribution of a
material portion of Intek's assets to the holders of Intek common stock. The
Series A Preferred Stock does not have voting power except as provided by
Delaware corporate law. During fiscal 1998, Intek accrued dividends totaling
$844,000 which are included in the total Intek Global preferred stock balance at
September 30, 1998 of $13.3 million.


10.  SALES OF SECURITIES OUTSIDE THE UNITED STATES UNDER REGULATION S OF THE
     SECURITIES ACT

     On February 29, 1996, the Company raised $2.5 million through the issuance
of a Senior Secured Debenture ("Senior Debenture") to MeesPierson ICS Limited, a
U.K. limited liability company ("MeesPierson"). The Senior 


                                      F-20
<PAGE>

Debenture was secured by land and a building owned by the Company (the 
"Property"). Intek also issued 50,000 shares of Intek common stock to 
MeesPierson as a closing fee for its investment banking services. The Senior 
Debenture matured on August 31, 1996. In exchange for an extension until the 
earlier of October 31, 1996 or the sale of the Property, Intek paid to 
MeesPierson accrued interest through August 1, 1996, issued 25,000 shares of 
Intek common stock to MeesPierson and issued 5,000 shares of Intek common 
stock to Octagon Capital Canada Corporation for an agent's fee. In exchange 
for a further extension to January 31, 1997, Intek issued MeesPierson 34,000 
shares of Intek common stock valued at approximately $0.2 million. The Senior 
Debenture was paid in full on December 31, 1996.

     On April 26, 1996, The Company sold a series of 6.5% Notes in the aggregate
principal amount of $5.0 million (the "Notes"), maturing April 25, 1999. During
fiscal 1997, holders of the Notes exercised warrants to convert all $5.0 million
of the Notes into Intek common stock at an average discount of 18 percent below
market price. This discount, in the amount of approximately $0.9 million, was a
pre-reverse acquisition expense of Intek. A portion of accrued interest was
repaid through issuance of Intek common stock valued at approximately $0.1
million.

     On November 1, 1996, the Company sold a series of 6.5% Notes in the
aggregate principal amount of $2.0 million (the "November 1996 Notes") maturing
on October 31, 1999. Net proceeds to the Company, after fees and broker's
commissions, were approximately $2.0 million. All accrued interest is due and
payable at the time the November 1996 Notes mature or upon the exercise of the
warrants. During the quarter ended March 31, 1997, holders of the Notes
exercised warrants to convert all $2.0 million of the Notes into Intek common
stock at an average discount of 28% below market price. This discount, in the
amount of approximately $0.6 million, was charged to interest expense during
fiscal 1997.

     On February 6, 1997, the Company sold a series of 7.5% convertible
debentures (the "February 1997 Debentures") and Warrants (the "February 1997
Warrants") to three purchasers. Net proceeds to the Company, after fees and
broker's commissions, were approximately $4.0 million. The February 1997
Debentures matured on February 6, 2000 and bore interest at the rate of 7.5
percent per annum. All accrued interest was due and payable at the time the
February 1997 Debentures matured or upon their conversion to Intek common stock.
The debt conversion price was the lesser of $3.83 million or 80% of the average
closing bid price for the 5 trading days prior to conversion resulting in a
discount of $0.8 million. In May 1997, the Company redeemed the February 1997
Debentures in exchange for a cash payment equal to the principal amount of the
debentures plus a redemption premium of 10 percent and all accrued and unpaid
interest resulting in a $0.4 million reduction in the originally anticipated
discount. The February 1997 Warrants are exercisable at $4.59 per share and are
subject to customary anti-dilution adjustments. The February 1997 Warrants were
estimated by the broker to have a value of $0.1 million, which was included in
interest expense in fiscal 1997. All February 1997 warrants were outstanding and
unexercised at September 30, 1998.


11.  COMMON STOCK REPURCHASE PLAN

     On November 24, 1997, the Board of Directors of the Company adopted a share
repurchase plan whereby the officers of the Company are authorized to expend up
to $1.0 million to acquire up to 1 percent of Intek common stock. During fiscal
1998, the Company repurchased 184,500 shares of Intek common stock, $0.01 par
value in the open market at a cost of $359,000. In March 1998, the Board of
Directors terminated the share repurchase plan.

     In March 1998, Intek repurchased 352,500 shares of Intek common stock at
$2.75 per share from SCL in a private transaction for a total of $969,375.
Pursuant to the terms of the transaction, Intek paid SCL cash in the amount of
$528,750 and notes in the aggregate amount of $440,625. The notes are
non-interest bearing and are due and payable on December 15, 1998.


12.  STOCK-BASED COMPENSATION PLANS

EXECUTIVE STOCK GRANT

     In connection with his employment by the Company in August 1997, the chief
executive officer of the 


                                      F-21
<PAGE>

Company received, among other things, 300,000 shares of Intek common stock. 
The employment agreement provides that in the event the fair market value of 
the 300,000 shares on December 31, 1998 ("December Fair Value"), is less than 
$1.0 million, the Company will pay the executive an amount equal to the 
difference between $1.0 million and the December Fair Value. The payment will 
be made, at the executive's option, in cash, Intek common stock or a 
combination thereof. In fiscal 1997, the Company recorded compensation 
expense of approximately $1.0 million, related to the executive stock grant.

STOCK OPTION PLANS

     The 1988 Key Employee Incentive Stock Option Plan ("1988 Plan") provides
for the granting of options on up to 500,000 shares of Intek common stock. The
stock options are exercisable over a period determined by the Stock Option
Committee, but no longer than ten years after the date they are granted. The
options are exercisable at a price equal to the average of the closing per share
bid and asked price of the Intek common stock on the date an option is granted
("Fair Market Value") or 110 percent of Fair Market Value for persons who have
in excess of a 10 percent voting interest in all classes of the Company's stock
prior to the date of grant. The dollar amount of options issued under the Plan
in any calendar year is limited to $100,000 per person in value, plus any unused
limit carry-over. At the Annual Meeting of Stockholders held on February 18,
1998, the stockholders approved a modification in the1988 Plan so that options
granted under this plan qualify as "incentive stock options" within the meaning
of Section of 422 of the Internal Revenue Code (IRC). At September 30, 1998,
there were 436,666 options outstanding under the 1988 Plan, of which
approximately 120,000 options were exercisable.

     In September 1994, the Board of Directors approved the 1994 Stock Option
Plan ("1994 Option Plan") and the 1994 Director's Option Plan ("1994 Director's
Plan"). The two plans were approved by Intek's stockholders at the Annual
Meeting of Stockholders held on July 5, 1995. The 1994 Option Plan and the 1994
Director's Plan provide for the granting of options to purchase up to 600,000
and 300,000 shares, respectively, of Intek common stock.

     The 1994 Option Plan provides for the granting of "incentive stock options"
and "nonqualified stock options", which are not intended to qualify under any
provision of the Code. No optionee may be granted stock options to purchase more
than 60,000 shares in any fiscal year. At September 30, 1998, there were 350,000
options outstanding under the 1994 Option Plan, of which approximately 250,000
options were exercisable.

     Under the terms of the 1994 Directors' Plan, each director is entitled to
receive, on the date of his or her initial election as a director, an option to
purchase 20,000 shares of Intek common stock. No person may receive an option
pursuant to the 1994 Directors' Plan more than once. At September 30, 1998,
there were 160,000 options outstanding under the 1994 Directors' Plan, of which
approximately 80,000 options were exercisable.

     Under both 1994 plans, the option exercise price equals the fair market
value of Intek common stock at the date of grant. Historically, under both 1994
plans, options have vested after one year and expire after ten years. The
100,000 options granted under the 1994 Option Plan during fiscal 1998 vest at a
rate of 20% per year.

     At the Annual Meeting of Stockholders held on February 18, 1998, the
stockholders approved the 1997 Performance and Equity Incentive Plan ("1997
Incentive Plan"). The 1997 Incentive Plan authorized the Compensation Committee
of the Board of Directors to issue up to a total of 4,000,000 shares to attract,
retain and motivate key employees, nonemployee directors and independent
contractors. The 1997 Incentive Plan authorizes the following awards based upon
Intek common stock: stock options, stock appreciation rights, stock awards,
stock units, performance shares, performance units and cash awards. No awards
may be granted under the 1997 Incentive Plan after November 20, 2007. Stock
options issued under the 1997 Incentive Plan may be either nonqualified or
incentive stock options within the meaning of Section 422 of the IRC. The term
of nonqualified stock options may be no longer than twenty years and ten years
for incentive stock options. The Compensation Committee shall specify the
vesting period of each stock option issued. At September 30, 1998, there were
3,305,000 stock options outstanding under the 1997 Incentive Plan, of which
approximately 365,000 options were exercisable. At September 30, 1998, 


                                      F-22
<PAGE>

the Company had not issued any stock appreciation rights, stock awards, stock 
units, performance shares, performance units or cash awards under the 1997 
Incentive Plan.

     A summary of the stock options issued under the 1988 Plan, the 1994 Option
Plan, the 1994 Directors' Plan and the 1997 Incentive Plan, and changes during
the fiscal years ended September 30 are as follows:

<TABLE>
<CAPTION>
                                               1998                   1997                    1996
                                         ------------------    --------------------     -------------------
                                         Shares    Wtd Avg      Shares     Wtd Avg      Shares     Wtd Avg
                                          (000)    Ex Price      (000)     Ex Price      (000)     Ex Price
                                        -------    --------    -------     --------     ------     --------
<S>                                     <C>        <C>         <C>         <C>          <C>        <C>
Outstanding, beginning of year              735    $   3.67         315    $   4.16         475    $   3.69
     Granted                              3,695        2.39         420        3.30          72        5.88
     Exercised                                -           -           -           -         225        3.80
     Forfeited                              178        3.46           -           -           -           -
     Expired                                  -           -           -           -           7        1.75
                                        -------                 -------                 ------- 
Outstanding, end of year                  4,252        2.56         735        3.67         315        4.16
                                        -------                 -------                 ------- 
Options exercisable at year-end             815        3.18         315        4.16         315        4.16
                                        -------     -------     -------    --------     -------    --------
Weighted average fair value of
    options granted during the year     $  2.15                 $  1.93                 $  4.22
                                        -------                 -------                 -------
                                        -------                 -------                 -------
</TABLE>

     The 4,251,666 options outstanding at September 30, 1998, have the following
exercise prices and weighted average remaining contractual lives:

<TABLE>
<CAPTION>
                                                                        Weighted Average
                                                                            Remaining
           Exercise Price                Shares                     Contractual Life (years)
           --------------                ------                     ------------------------
           <S>                        <C>                           <C>
              $1.688                      40,000                            9.09
              $1.970                     800,000                            8.95
              $2.000                     600,000                            9.89
              $2.500                   2,005,000                            9.45
              $3.000                     226,666                            6.28
              $3.125                      20,000                            8.40
              $3.190                      40,000                            9.85
              $3.750                     230,000                            5.99
              $4.000                     210,000                            9.67
              $5.875                      60,000                            7.23
              $6.125                      20,000                            8.18
                                          ------
                                       4,251,666
</TABLE>

As of September 30, 1998, options available for future grant were as follows:

<TABLE>
<S>                                                 <C>
1988 Plan                                                5,834
1994 Stock Option Plan                                  48,000
1994 Directors' Plan                                    85,000
1997 Incentive Plan                                    695,000
                                                       -------
                                                       833,834
</TABLE>

     The Company accounts for these plans under Accounting Principles Board
(APB) Opinion No. 25, "Accounting for Stock Issued to Employees" and related
interpretations. As long as the exercise price of the stock 


                                      F-23
<PAGE>

options is not less than the fair value of the Intek common stock at the date 
of grant, no compensation expense is recognized. Had compensation expense for 
these plans been determined consistent with the requirements of FAS No. 123 
"Accounting for Stock-based Compensation" ("FAS 123"), the Company's net loss 
and loss per share would have been increased to the following pro forma 
amounts during the three fiscal years ended September 30 ($'s in thousands, 
except per share amounts):

<TABLE>
<CAPTION>
                                               1998       1997     1996
                                            --------   --------   -------
<S>                                         <C>        <C>        <C>
Net loss applicable to
common shareholders:         As Reported    $(66,463)  $(26,999)  $(9,089)
                             Pro Forma       (68,941)   (27,264)   (9,393)
Net loss per share
applicable to common
shareholders (basic and
diluted):                    As Reported       (1.58)     (0.74)    (0.36)
                             Pro Forma         (1.63)     (0.75)    (0.38)
</TABLE>

     Because the FAS 123 method of accounting has not been applied to options
granted prior to October 1, 1995, the resulting pro forma compensation cost may
not be representative of that to be expected in future years.

     The fair value of each option grant is estimated on the date of grant using
the Black-Scholes option pricing model with the following weighted average
assumptions used for the options granted during the three fiscal years ended
September 30 is as follows:

<TABLE>
<CAPTION>
                                       1998    1997    1996
                                       ----    ----    ----
<S>                                    <C>     <C>    <C>
Risk free interest rate (percent)      5.64    5.85    5.40
Expected dividend yield (percent)       0.0     0.0     0.0
Expected lives of option (years)        4.8     3.0     3.0
Expected volatility (percent)          98.4    84.3   118.1
</TABLE>

13.  RELATED PARTY TRANSACTIONS

     Related parties of Intek include Securicor and its ultimate parent company,
the directors and officers of Intek and companies that are affiliated with
Directors of the Company. Related party transactions, other than those disclosed
elsewhere in the Notes to the Consolidated Financial Statements, are disclosed
below.

     The Company believes that the terms of the transactions and the agreements
described below are on terms at least as favorable as those which it could
otherwise have obtained from unrelated parties. On-going and future transactions
with related parties will be (1) on terms at least as favorable as those which
the Company would be able to obtain from unrelated parties; (2) for bona fide
business purposes; and (3) approved by a majority of the disinterested and
non-employee directors.

SECURICOR

     Pursuant to a Support Services Agreement dated December 3, 1996, by and
between the Company and Securicor, the Company agreed, in connection with the
Securicor Transaction, to obtain certain support and administrative services for
Radiocoms from Securicor and/or its affiliates for the purpose of enabling the
Company to manage an orderly transition in its ownership of Radiocoms during
fiscal 1997. During fiscal 1997, approximately $0.7 million of support and
administrative service costs (including services of Edmund Hough, Intek's former
Chief Executive Officer) were billed to Intek by Securicor. As of September 30,
1998, these costs remained unpaid by Intek.

     During the fourth quarter of fiscal 1998, Intek sold its non-core,
U.K.-based land mobile radio distribution and maintenance assets ("ESU Assets")
to Securicor Information Systems Limited ("SIS"), a subsidiary of Securicor. The
sale price for the ESU Assets was $8.5 million resulting in a gain of $3.1
million. Due to the related party nature 


                                      F-24

<PAGE>

of the sale, the gain was recorded as a direct increase in shareholders' 
equity (deficit). The sales price is subject to a post closing adjustment up 
to (pound)500,000 (approximately $800,000) depending on certain circumstances.

     Radiocoms sells products to Securicor. In fiscal years 1998, 1997, and
1996, revenues from such sales were $3.2 million, $6.8 million, and $6.9
million, respectively.


DIRECTORS, OFFICERS AND AFFILIATED COMPANIES

     John Simmonds, a former director of the Company, is affiliated with SCL,
Simmonds Mercantile and Management Inc. ("SMM") which is a company that is
controlled by SCL and MIC. Mr. Simmonds resigned from the Board of Directors in
July 1998. Steven Wasserman, a director and Secretary of the Company, is a
partner of the law firm Kohrman Jackson & Krantz. Robert Kelly, a director of
the Company, is a partner of the law firm Squire, Sanders & Dempsey L.L.P.,
which acquired the practice of Kelly & Povich, P.C. John Wareham, a director of
the Company, is the President of the consulting and executive recruiting firm
Wareham Associates, Inc.

     The law firm Kohrman Jackson & Krantz performs legal services for the
Company and its subsidiaries for which it received fees of approximately
$111,000 and $237,000, respectively, during fiscal 1998 and 1997. In addition,
Mr. Wasserman received $1,000 per month as compensation for his services as the
secretary of the Company until January 1, 1997, at which time his compensation
was increased to $2,000 per month.

     The law firm Kelly & Povich, P.C. performed legal services for the Company
and its subsidiaries as of December 1996. Mr. Kelly is a member of the Company's
Board of Directors. During fiscal 1998 and 1997, Kelly & Povich, P.C. received
fees of approximately $170,000 and $55,000, respectively. Squire, Sanders &
Dempsey L.L.P. received fees of $38,000 during fiscal 1998 and received no fees
during fiscal 1997.

     The firm of Wareham Associates, Inc. provides executive recruiting and
management consulting services to the Company for which it received fees of
$249,000 during fiscal 1998 and no fees during fiscal 1997.

     Directors are compensated for services at the rate of $4,000 per year plus
$500 per meeting to a maximum of $10,000 per director. For fiscal 1998, the
Company paid directors fees of $61,000 and as of September 30, 1998, had accrued
$9,000 for unpaid directors fees. For fiscal 1997, the Company paid directors
fees of $48,000 and as of September 30, 1997, had accrued $9,000 for unpaid
directors fees.

     The Company has entered into several related party borrowings with 
Securicor (Note 8). Roger Wiggs and Michael Wilkinson, directors of the 
Company, are also officers of Securicor. Directors fees for Messers. Wiggs
and Wilkinson are paid to Securicor plc.

     Pursuant to a consulting agreement, the Company paid $10,000 a month to
Nicholas R. Wilson until the Company notified Mr. Wilson on March 21, 1997 that
it was terminating the agreement. Mr. Wilson was the Chairman of the Board of
Directors until his resignation on December 3, 1996. During fiscal 1997 and
1996, the Company paid Mr. Wilson $80,000 and $120,000, respectively.

     Pursuant to an oral management agreement between SCL and the Company, the
Company paid SCL $10,000 per month and SCL made available to the Company the
services of Messrs. Simmonds, Dunstan and Heinke, each of whom were officers and
directors of the Company. The agreement was terminated effective January, 1997.
During fiscal 1997, the Company paid $40,000 to SCL pursuant to this agreement.

     Pursuant to an oral consulting agreement with SMM, the Company paid SMM
$8,000 per month for consulting services. During fiscal 1997, the Company paid
$32,000 to SMM. Effective February 1, 1997, the Company terminated the agreement
and ceased such payments.

     In March 1998, Intek repurchased 352,500 shares of Intek common stock at
$2.75 per share from SCL in a private transaction.

     During fiscal 1997, the Company entered into two agreements with ADC and 22
holders of 220 MHz FCC licenses (Note 5). John Simmonds and SCL were
shareholders of ADC when the agreements were consummated.

     The Company and SCL had an arrangement whereby Roamer One purchased
equipment and installation services from SCL. During fiscal 1997 and 1996,
Roamer One purchased approximately $8,000 and $2.3 million, 


                                      F-25
<PAGE>

respectively, of radio equipment and installation services from SCL. The 
agreement was terminated during fiscal 1997.

     On September 19, 1996, MUSA entered into an agreement with MIC, whereby MIC
agreed to permit MUSA to make use of the services of the supplier liaison office
maintained by MIC in Japan and MIC's purchasing representative in Korea. During
fiscal 1998 and 1997, MUSA paid $56,000 and $140,000, respectively, to MIC. This
agreement was terminated in January, 1998.

     On September 19, 1996, MUSA and SCL entered into a Computer Services
Agreement pursuant to which SCL agreed to provide MUSA access to the IBM AS400
computer system, including hardware and software, currently owned by SCL, for
data processing purposes. During fiscal 1998 and 1997, MUSA paid $16,000 and
$218,000, respectively, to SCL. This agreement was terminated on October 31,
1997.

     On December 3, 1996, the Company entered into a Registration Rights
Agreement to provide certain holders of Intek common stock, including SCL, MIC,
Roamer One Holdings, Securicor, Securicor International Limited and Anglo York
Industries, Inc. with certain demand and "piggy-back" registration rights with
respect to the Intek common stock owned by the holders. Each is a stockholder of
the Company and, collectively, such stockholders own approximately 70 percent of
Intek common stock at September 30, 1998.


14.  COMMITMENTS AND CONTINGENCIES

SITE LEASES

     The Company has entered into 231 site leases for the housing of radio base
station equipment and antenna systems related to the Roamer One network. These
leases may vary in term from 1 to 5 years with provisions for subsequent
extensions upon the mutual agreement of the parties. In addition, the Company
has lease commitments for office space, vehicles and office equipment. As of
September 30, 1998, total future minimum lease payments are as follows ($'s in
thousands):

<TABLE>
                  <S>                                            <C>
                  1999                                           $2,362
                  2000                                            1,800
                  2001                                            1,041
                  2002                                              329
                  2003                                              149
                  Thereafter                                        221
                                                                 ------
                                                                 $5,902
                                                                 ------
                                                                 ------
</TABLE>

PURCHASE COMMITMENTS

     As of September 30, 1998, MUSA had a purchase commitment with its main
supplier of radios to purchase approximately $3.8 million of inventory (Note 2).


15.  LEGAL PROCEEDINGS

     The Company, David Neibert, the Company's Executive Vice President, and
Nicholas R. Wilson, a former Chairman of the Company ("Intek Defendants") were
named with forty other defendants in a complaint (Scott, ET AL. Steingold, et
al.) filed in U.S. District Court for the Northern District of Illinois in
November, 1997. The lawsuit purports to allege claims under the Racketeer
Influenced Corrupt Organizations Act ("RICO"), the Securities Exchange Act of
1934 and various common law state claims in connection with the sale and
marketing of interests in certain partnerships formed to operate specialized
mobile radio ("SMR") systems. Plaintiffs seek rescissory 


                                      F-26
<PAGE>

damages with interest and punitive damages allegedly relating to their 
purchases of SMR partnership interests. No specific amount of alleged damages 
is mentioned in the complaint.

     The plaintiffs also had filed, and have now withdrawn against the Intek
Defendants, a motion for a temporary restraining order and preliminary
injunction seeking to freeze the assets of all defendants. The Intek Defendants
filed a motion to dismiss the complaint on various grounds. In response
plaintiffs sought leave to file a second amended complaint, which request was
granted by the court. Intek requested plaintiffs to withdraw all claims against
the Intek defendants on the grounds that they are frivolous. On February 3,
1998, plaintiffs filed an amended complaint which purports to allege claims
under RICO, the Securities Act of 1933, the Securities Exchange Act of 1934 and
various common law state claims in connection with (i) the sale and marketing of
interests in certain SMR partnerships and (ii) purported improper dissipation of
assets of certain of the SMR partnerships. Plaintiffs seek rescissory damages
with interest and punitive damages relating to such asserted claims. No specific
amount of alleged damages is mentioned in the amended complaint.

     The Intek Defendants moved to dismiss the amended complaint. On September
30, 1998, the Court granted in part and denied in part the Intek defendants'
motion to dismiss the complaint and dismissed plaintiffs' RICO claims with
prejudice. The Court granted plaintiffs leave to replead all claims (except
their RICO claims) that were timely under the applicable statute of limitations.

     On October 23, 1998, the plaintiffs filed a third amended complaint which
purported to allege claims under Section 10(b) and 20 of the 1934 Act and Rule
10b-5 promulgated thereunder, Section 12(1) and 12(2) of the 1933 Act and
control person liability thereunder, and various common law state claims in
connection with the sale and marketing of certain SMR Partnerships and the
purported dissipation of assets of certain of these Partnerships. Plaintiffs
seek rescissory damages with interest and punitive damages in an amount to be
determined. The Intek Defendants have until December 14, 1998 to answer the
third amended complaint, or otherwise plead. In the opinion of the management of
the Company, this lawsuit will not have a material adverse affect on the
Company's consolidated financial position or results of operations.

     In addition, from time to time, the Company is involved in other litigation
relating to claims arising out of its operations in the normal course of
business. In the opinion of the Company's management, after consultation with
outside counsel, the ultimate dispositions of such matters will not have a
materially adverse effect on the Company's consolidated financial position or
results of operations.

16.  SEGMENT REPORTING

     During fiscal 1998, the Company restructured itself to integrate its
design, manufacturing, distribution and airtime operations. The Company operates
in one industry segment as a provider of spectrum-efficient wireless
communications technology, products and services. Products include LM and non-LM
based radios, and products manufactured under contract for third parties.
Services include subscriber revenues, royalties, equipment rental, and
non-warranty repair. All prior year segment information has been restated to
reflect the current year's structure of the Company's internal organization. The
Company's geographic data from continuing operations for the three fiscal years
ended September 30, are as follows ($'s in thousands):


                                      F-27
<PAGE>

<TABLE>
<CAPTION>
                                                                      Revenues
                                                     ------------------------------------------
                                                        1998             1997           1996
                                                     ----------      -----------    -----------
<S>                                                  <C>             <C>            <C>
GEOGRAPHIC AREAS
United States
    Unaffiliated                                     $   13,563      $    16,710    $         -
    To foreign affiliates                                     -                7              -
Foreign
    Unaffiliated                                         22,091           25,574         23,899
    To United States affiliates                           1,649           12,442          8,984
Total sales between geographic areas                     (1,649)         (12,449)        (8,984)
                                                     ----------      -----------    -----------
    Consolidated Revenues                            $   35,654      $    42,284    $    23,899
                                                     ----------      -----------    -----------
                                                     ----------      -----------    -----------
<CAPTION>
                                                                  Long Term Assets
                                                     ------------------------------------------
                                                         1998             1997           1996
                                                     ----------      -----------    -----------
<S>                                                  <C>             <C>            <C>
United States                                        $   44,270      $    70,316    $         -
Foreign                                                   4,636            7,820         16,816
                                                     ----------      -----------    -----------
    Total consolidated long term assets              $   48,906      $    78,136    $    16,816
                                                     ----------      -----------    -----------
                                                     ----------      -----------    -----------
</TABLE>

17.  SUBSEQUENT EVENTS

     Subsequent events, other than those disclosed elsewhere Notes to the
Consolidated Financial Statements, are disclosed below.

     In December 1998, the Company entered into an additional financing
arrangement for $25 million with Securicor. The arrangement provides that
amounts outstanding bear interest at 11.5%, payable quarterly in cash or
deferred at the Company's discretion, and is due December 31, 1999. Outstanding
debt under the arrangement is convertible at any time at Securicor's discretion
into the Company's common stock at various conversion prices. The conversion
price for the first $12.5 million will be the average closing price for the last
20 trading days prior to the date the Company's Board of Directors approved the
arrangement and the next $12.5 million will be set at the average closing price
of the Company's common stock for the last 20 trading days prior to the date of
each draw on the facility.


                                      F-28
<PAGE>

             REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ON SCHEDULE OF
                            INTEK GLOBAL CORPORATION

To the Board of Directors of
   Intek Global Corporation:

We have audited in accordance with generally accepted auditing standards, the
consolidated balance sheets of Intek Global Corporation as of September 30, 1998
and 1997, and the related consolidated statements of operations and
comprehensive income (loss), shareholders' equity (deficit) and cash flows for
the year ended September 30, 1998, and the related consolidated statements of
operations and comprehensive income (loss), shareholders' equity (deficit) and
cash flows for the year ended September 30, 1997, consisting of the statements
of operations and comprehensive income (loss), shareholders' equity (deficit)
and cash flows for Securicor Radiocoms Limited, predecessor corporation in the
continuing business of Intek Global Corporation and subsidiaries for the period
from October 1, 1996 through December 2, 1996 (Pre-Reverse Acquisition), and the
statements of operations and comprehensive income (loss), shareholders' equity
(deficit) and cash flows of Intek Global Corporation and subsidiaries for the
period from December 3, 1996 through September 30, 1997 (Post-Reverse
Acquisition), all included in this Form 10-K and have issued our report thereon
dated December 16, 1998. Our audits were made for the purpose of forming an
opinion on the basic financial statements taken as a whole. The schedule of
Intek Global Corporation listed in Item 14 (a)(2) of Part IV of this Form 10-K
is the responsibility of the Company's management and is presented for purposes
of complying with the Securities and Exchange Commissions rules and is not part
of the basic financial statements. This schedule, for the periods referred to
above, has been subjected to the auditing procedures applied in the audits of
the basic financial statements and, in our opinion, fairly states in all
material respects the financial data required to be set forth therein in
relation to the basic financial statements taken as a whole.



                                             ARTHUR ANDERSEN LLP

Kansas City, Missouri,
December 16, 1998

                                       i

<PAGE>


                  REPORT OF INDEPENDENT AUDITORS ON SCHEDULE OF
                            INTEK GLOBAL CORPORATION

To the Board of Securicor Radiocoms Limited:

We have audited in accordance with generally accepted accounting principles used
in the United States of America, the statements of operations and comprehensive
income (loss) and cash flows of Securicor Radiocoms Limited (predecessor company
to Intek Global Corporation) for the year ended September 30, 1996, included in
this Form 10-K and have issued our report thereon dated 24 January 1997. Our
audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The schedule of Intek Global Corporation listed in
Item 14 (a)(2) of Part IV of this Form 10-K is the responsibility of the
Company's management and is presented for purposes of complying with the
Securities and Exchange Commissions rules and is not part of the basic financial
statements. This schedule, for the period referred to above, has been subjected
to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, fairly states in all material respects the
financial data required to be set forth therein in relation to the basic
financial statements taken as a whole.




London, England                              BAKER TILLY
24 January 1997                              Chartered Accountants

                                      ii

<PAGE>

                            INTEK GLOBAL CORPORATION
                   RADIOCOMS INCLUDED FROM OCTOBER 1, 1995 AND
        INTEK, ROAMER ONE, AND MIDLAND USA INCLUDED FROM DECEMBER 3, 1996

                 SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
                               ($'s in thousands)

<TABLE>
<CAPTION>
                                          Balance at      Charged to                                   Balance at
                                         beginning of      costs and    Charged to                       end of
                                            Period         expenses   other accounts    Deductions       period
                                         ------------    -----------  --------------   -----------     ----------
<S>                                      <C>             <C>          <C>              <C>             <C>       
Allowance for doubtful accounts
  Fiscal 1998                            $        863            350  $            -   $       220     $      993
  Fiscal 1997                                     128            735               -             -            863
  Fiscal 1996                                     475              -               -           347            128
                                                                                                     
Restructuring reserve                                                                                
  Fiscal 1998                                       -          1,613               -           189          1,424
  Fiscal 1997                                       -              -               -             -              -
  Fiscal 1996                                       -              -               -             -              -
</TABLE>

 
                                      iii

<PAGE>

                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit No.                                                                                        Page No.
-----------                                                                                        --------
<C>            <S>                                                                                 <C>
3.1(i)         Articles  of   Incorporation   of  Intek  Global   Corporation   (the
               "Registrant").                                                                           (3)

3.1(ii)        By-Laws of the Registrant.                                                               (2)

10.1           Employment  Agreement  dated  as  of  September 8,  1997  between  the
               Registrant and Robert J. Shiver.                                                         (4)

10.2           Amendment  to  Employment  Agreement   dated  as of  January 12,  1998
               between the Registrant and Robert J. Shiver.                                             (1)

10.3           Employment   Agreement  dated   as  of  April  21,  1997  between  the
               Registrant and Donald Goeltz.                                                            (4)

10.4           Employment  Agreement  dated  as  of  August 27,  1998  between  Intek
               Global Corporation and George Valenti.                                                   (1)

10.5           Employment  Agreement  dated  December 8, 1997 between  the Registrant
               and Louis Monari.                                                                        (1)

10.6           Employment  Agreement  dated July 15, 1998  between the Registrant and
               Robert Hardy.                                                                            (1)

10.7           Second Amended and Restated Loan  Agreement  dated as  of December 29,
               1997,  between  Intek Global  Corporation  as Borrower and  Securicor
               Communications Limited as Lender.                                                        (4)

10.8           Promissory   note  dated   December  29,  1997,   in  the  amount  of
               $29,500,000  made  by  Intek  Global  Corporation  to  the  order  of
               Securicor Communications Limited.                                                        (4)

10.9           Preferred  Stock  Purchase  Agreement  dated as of December 29, 1997,
               between  Intek  Global   Corporation  and  Securicor   Communications
               Limited.                                                                                 (4)

10.10          Loan and Security  Agreement  dated December 24, 1997, by and between
               Summit  Commercial/Gibraltar  Corp., as Lender and Midland USA, Inc.,
               as Borrower.                                                                             (4)

10.11          Subordination  Agreement  dated December 24, 1997, by and among Intek
               Global Corporation and Summit Commercial/Gibraltar Corp.                                 (4)


<PAGE>


10.12          Master  Distribution  Agreement  dated  September 4, 1998 between the
               Registrant   and  National   Rural   Telecommunications   Cooperative
               ("NRTC").                                                                                (1)

10.13          Auction Participation and License Partitioning Agreement between the 
               Registrant, Intek License Acquisition Corp. and NRTC dated August 17, 
               1998.                                                                                    (1)

10.14          Amendment to Auction Participation and License Partitioning Agreement 
               dated November 6, 1998.                                                                  (1)

10.15          Amendment to Master Distribution Agreement dated November 6, 1998 between
               the Registrant and NRTC.                                                                 (1)

10.16          Escrow Agreement dated as of September 10, 1998 between the Registrant 
               and NRTC.                                                                                (1)

10.17          Agreement   dated  as  of  August 14,  1998  between  Securicor Radiocoms 
               Limited and Securicor Information Systems Limited.                                       (1)

11.            Statement re computation of per share earnings.                                          (5)

12.            Statement re computation of ratios.                                                      (5)

13.            Annual Report, Quarterly Report on Form 10Q.                                             (5)

16.            Letter on change in certifying accountant.                                               (5)

18.            Letter on change in accounting principles.                                               (5)

21             Subsidiaries                                                                             (1)

22.            Published report regarding matters submitted to vote.                                    (5)


23.1           Consent of Arthur Andersen LLP                                                           (1)

23.2           Consent of Baker Tilly                                                                   (1)

27             Financial Data Schedule                                                                  (1)

28.            Information from report furnished to state insurance Regulatory Authority                (5)
</TABLE>

(1)  Included in this Report.
(2)  This exhibit is contained in the Registrant's Annual Report on Form 10-K 
     for the year ended December 31, 1994, filed with the Commission on 
     April 17, 1995 (Commission File No. 0-9160), and incorporated herein by 
     reference.
(3)  This exhibit is contained in the Registrant's Quarterly Report on Form 10-Q
     for the quarter ended March 31, 1998 filed with the Commission on May 15,
     1998 (Commission File No. 0-9160), and incorporated herein by reference.
(4)  This exhibit is contained in the Registrant's Annual Report on Form 10-K 
     for the year ended September 30, 1997, filed with the Commission on 
     January 12, 1998 (Commission File No. 0-9160), and incorporated herein by 
     reference.
(5)  Not applicable